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Strategy Report

Olam International Limited Annual Report 2017

Re-imagining
Global Agriculture
Strategy Report Olam International Annual Report 2017 olamgroup.com
Our vision
To be the most differentiated and valuable global agri-business by 2040.

Our governing objective


To maximise long-term intrinsic value for our continuing shareholders.

This report is the first on our journey to develop a new model of reporting that provides
insight into how we create value over the long-term. We aim to communicate how
we identify, develop, preserve and deploy strategic assets in line with our company’s
purpose. A separate Global Reporting Initiative (GRI) report is available on our website
at olamgroup.com.

Contents About this report


1 Group CEO Review This Annual Report has 3 chapters. These can be read
independently; however, for the purpose of compliance they
20 Our Business Model
are intended to be viewed as a single document.
22 Highlights
29 Our Purpose in Action
36 Group COO Review Strategy Report
68 Human Capital This chapter offers narrative about our
72 Social Capital performance, strategy and market factors.
77 Natural Capital It can be read independently as an Executive
Summary or as part of the full report.
83 Intellectual Capital
86 Intangible Capital (Brand)
87 Manufactured Capital
89 Risk Management
92 Stakeholder Engagement Governance Report
94 General Information This section of the report gives detailed
information about our rigorous governance
framework and those responsible for ensuring
it is followed. Shareholder information is also
Front cover image: held within this chapter.
Olam Palm Gabon team uses Unmanned
Aerial Vehicle (UAV) to capture geo-referenced
aerial images for analysis in Geographic
Information System (GIS). Benefits include
monitoring and detection of illegal activity in Financial Report
High Conservation Value Areas, fast
Our figures and respective notes are enclosed
assessment of palm growth condition and
within this chapter. It should be read in
early warning of agronomical abnormalities,
conjunction with the Strategy Report to give a
precise water management plans, accurate
balanced account of internal and external factors.
asset inventory and infrastructure planning.

Read more on olamgroup.com


Olam at a glance

About Olam Our Purpose


Established in 1989, Olam is today a leading global In 2017, we updated our purpose to 'Re-imagining
agri-business operating from seed to shelf, supplying Global Agriculture: Growing Responsibly'. It is our
food and industrial raw materials to over 22,000 ambitious mission to drive transformation in our sector.
customers worldwide. Our team of 72,0001 employees That we will do so in an ethical, socially responsible and
across 66 countries has built leadership positions in environmentally sustainable manner is a given in the
several of our 18 platforms, including cocoa, coffee, world of Olam. There are 3 outcomes we intend to
edible nuts, spices, rice and cotton. We source from achieve through our Purpose: i) Prosperous farmers
4.7 million farmers and their communities. We are and farming systems; ii) Thriving communities; and
listed on the Singapore Exchange (SGX) and are iii) Re-generation of the living world.
among the top 30 primary listed companies by
market capitalisation.

1. Employees includes full-time, seasonal, contract and temporary workers

How we win
Our success has and always will come from innovating our business model 'The Olam Way' to
achieve the unexpected. We have built deep industry expertise, distinctive capabilities and
differentiated our business sufficiently to ensure profitable growth.

1 2 3 4 5 6
A focus on niche Defensible niche A unique African A model to Differentiated A uniquely
commodities and strategies in footprint and out-origin our value-added shaped
businesses with mainstream operating competition solutions and portfolio
leadership commodity capability services
positions categories to customers

Our Capitals
We focus on 7 Capitals to drive long-term value creation:

Financial Human Social Natural Intellectual Intangible Manufactured


Capital Capital Capital Capital Capital Capital Capital
Page 37 Page 68 Page 72 Page 77 Page 83 Page 86 Page 87

Results We generated record cash flows and further


strengthened our balance sheet by reducing
We successfully delivered on our key priorities for 2017 our gearing.
as part of our 2016-2018 Strategic Plan, closing the year
These results were achieved on a combination of
with a strong set of results.
pursuing growth in prioritised platforms, working to
Our earnings for the year grew significantly and our turn around underperforming businesses and nurturing
returns also improved. gestating assets.
Financial Highlights Operational
Volume PATMI
Enlarged share capital and PATMI
stronger balance sheet
• Share capital up approximately
22.5 M MT S$581 M S$432 M
+56.3% +65.3%
S$585.5 million from +18.6%
warrants exercise
• Higher retained earnings
• Reduced gearing 1.46X
(2016: 1.99X)
EBITDA Free Cash Flow Gearing
Improved dividends
• Board of Directors recommends
S$1,328 M S$1,020 M 1.46X
+10.4% Positive FCFE from 1.99X
final dividend of 4.0 cents per share
• Higher total dividend of 7.5 cents
per share for 2017 (2016: 6.0 cents)

Where we operate
We operate in the upstream1, midstream2, and downstream3 parts of the agriculture value chain. This selective integration
enables us to take advantage of our assets, competencies and expertise to take greater control from seed to shelf of our
value chain and to capture excess returns.

Our Value Chain


Olam's heritage lies in the origination and traditional supply chain management, sourcing agricultural ingredients and raw
materials for our global customers in the food and beverage, textile, wood, rubber, and related industries.

Selective Upstream Supply chain Selective mid/downstream


Edible Nuts, Spices and Edible Nuts ​ ​ ​ ​
Vegetable Ingredients Spices and Vegetable Ingredients

Confectionery and Cocoa ​ ​ ​ ​


Beverage Ingredients Coffee

Food Staples and Dairy ​ ​


Packaged Foods Grains and Animal Feed
Edible Oils
Rice
Sugar and Sweeteners
Packaged Foods

Industrial Raw Materials, Cotton ​ ​


Ag Logistics and Wood Products
Rubber
Infrastructure Fertiliser
Gabon Special Economic Zone*

Commodity ​ ​ Risk Management Solutions, Volatility ​ ​


Trading and Asset Management
Financial Services Trade and Structured Finance

1. Upstream: plantations, concessions and farms


2. Midstream: value-added processing and manufacturing
3. Downstream: consumer franchise and distribution infrastructure in African markets * GSEZ including ports and infrastructure

Read more on our business model on page 20

olamgroup.com
Group CEO review

Re-imagining
Global Agriculture
In 2017, we defined our new purpose, ‘Re-imagining Global
Agriculture: Growing Responsibly,’ which has now become
our cause and sets the theme for this annual report.

olamgroup.com 1
Sunny Verghese
Co-Founder and Group CEO
Group CEO review

Innovating
and evolving
our business model,
‘The Olam Way.’
2017 was a year marked by profound political and
economic changes around the world. Key developments in
areas including global trade, financial and capital markets,
environment and climate change, geo-political contexts,
and consolidation in the agri-sector continued unabated
through the course of the year.

olamgroup.com 3
Group CEO review continued

“The progress made in all our businesses during the year, both in
financial terms as well as our positive impact on people and planet,
is proof that our commitment to maximising value and purpose
concurrently is the right balance.”
Overview including better pricing power, more customer stickiness,
and a larger share of our customers’ wallet. At the same
2017 was a year marked by profound political and
time, we have also positively impacted the communities
economic changes around the world. Key developments
where we operate and reduced our negative impacts on
in areas including global trade, financial and capital
the environment. Specific examples of these sustainability
markets, environment and climate change, geo-political
initiatives are detailed in the review of the various
contexts, and consolidation in the agri-sector continued
reporting segments (see pages 46 to 66) as well as the
unabated through the course of the year. I am pleased
reporting on the various Capitals (see pages 68 to 88).
to report that against this challenging backdrop,
We believe that putting sustainability at the heart of
Olam’s clear and differentiated strategy, coupled with key
our business is fundamental to our strategy of building
initiatives that we undertook to accelerate the delivery of
a business that is more consistent, sustainable
long-term value to both our continuing shareholders and
and enduring.
other key stakeholders yielded outstanding results.
In this regard, we believe that Olam must become
We grew top line in terms of both sales volume and sales
more innovative and find new ways of doing things to
revenue by 56.3% and 27.6% respectively, improved
better manage our impact on the 9 Planetary Boundaries1,
bottom line with reported PATMI and Operational PATMI
and help achieve the 17 UN Sustainable Development
growing by 65.3% and 18.6% respectively, enhanced
Goals (SDGs), particularly SDG Goal 2 “End hunger,
returns with ROE improving by 290 basis points to 9.0%,
achieve food security and improved nutrition, and
and EBITDA / Invested Capital improving by 40 basis
promote sustainable agriculture.” As a company, and
points to 8.2%, delivered record free cash flows of S$1.5
indeed as part of the larger agri-sector, we need to find
billion in FCFF and S$1.02 billion in FCFE, and materially
ways of producing more of the right kind of food using
reduced net gearing from 1.99x as at end-December
fewer resources in terms of land, water, farm inputs and
2016 to 1.46x as at end-December 2017.
elimination of waste to meet the rapidly growing global
We also continued to invest for the future with gross demand for food, feed, fibre and fuel. At Olam, we
capex expenditure of S$970.6 million in 2017 largely in have recognised these challenges and have taken
our prioritised platforms. Nearly 24.7% or S$3.9 billion concrete measures (as explained in the later sections
of our total invested capital of S$15.8 billion as of of this report) to address them so that we, and our
31 December 2017 is still gestating or only partially stakeholders, can continue to responsibly and profitably
contributing at this stage, laying a strong foundation grow in the future.
for future profitable growth from these gestating
investments. We have thus balanced both the Key industry trends and Olam’s response
short-term and long-term well.
Trade and Contestability of Global Output
In addition to investing selectively in a configuration
The new US Administration, which focused on tax reform,
of upstream (plantation), midstream (manufacturing)
regulation and immigration issues in its first year in office,
and supply chain assets, our progress in delivering
has now turned its attention to trade policy with potentially
these results is also a function of continually making
serious consequences for the global economy.
important investments to build our capabilities,
In addition to the adverse impact of the US
people and systems.
Administration’s immigration policy on the availability
While we are pleased with these results and outcomes, of farm workers, recent US trade actions including
we are prouder still that we have achieved this profitable withdrawing from the TPP, re-negotiating NAFTA,
growth in a more consistent, responsible and sustainable re-negotiation of the Korea-US Free Trade Agreement,
way. The progress made in all our businesses during the tariffs on solar panels and washing machines, tariffs
year, both in financial terms as well as our positive impact on steel and aluminium, the USTR’s investigation of
on people and planet, is proof that our commitment to China’s industrial policies and technology transfer
maximising value and purpose concurrently is the right practices, and its recent launch of a WTO challenge
balance. Our sustainability initiatives in 2017 across our against India over its export subsidies, have all been
various businesses have offered us tangible benefits, actions that have amplified uncertainty around
global trade.

1. Stockholm Resilience Centre

4 Olam International Limited Annual Report 2017


“In order to better navigate these trade issues, Olam is focused on
staying diversified across key producing countries for the various
commodities we supply. As a rule of portfolio selection, we participate
in 80-90% of the countries that produce a given commodity.”
The reaction of China on imposing counter measures participation in the domestic trade flows beyond our
on US sorghum imports, and the threatened retaliatory traditional focus on export trade flows in countries
action by the European Union, have all increased the like China, India, USA, Mexico, Europe etc. We also
odds of a potential trade war. The Canadian solar contribute to advocacy that would help keep global
companies have since filed a lawsuit over these tariffs markets more free and open, free from tariffs and
and the European Union along with China, Taiwan and non-tariff trade barriers.
Korea have claimed compensation for these solar
tariffs from the USA. This global tit-for-tat on trade Demand drivers
issues could disrupt many supply chains around the Growing world population will continue to drive
world. As far as the agri-sector is concerned, we growth in food, feed, fibre and fuel demand.
believe targeted agricultural sector reciprocal tariffs The current world population of 7.4 billion is expected
(including on USA corn, soybean, rice, sorghum, dairy to reach 8.3 to 8.5 billion by 2030 and 9.5 to 9.7 billion
and cotton exports) could be the most likely counter by 2050 under a medium fertility scenario2. Growth
measures adopted by countries like China against in the global middle class population estimated at
these US trade moves because it is relatively more 3 billion in 2015 (doubling from 1.5 billion in 2010) is
easy to accurately size the retaliation as required in expected to rise to 4 billion by 2021, with China and
these agri-commodities and also because agri- India alone accounting for a significant portion of that
commodity products are easier to substitute away growth. Calorie consumption per capita is expected
from. The top 3 importers of US agricultural products, to increase 20% as populations in these developing
collectively accounting for 42% or US$58.7 billion economies transition from low income to middle
worth of ag exports in 2017 are Canada, China and income status3. Changes in dietary habits and shift
Mexico, with China alone accounting for more than in food consumption patterns from food staples and
30% (US$14.9 billion in value) and Mexico accounting carbohydrates to protein and fat-based diets will
for 13% of all US ag exports1. Additionally, because also drive increased demand for food and feed raw
these agricultural products come from rural districts materials. Increasing diversion of crops into biofuel
in the USA which are more likely to have voted for the manufacturing is also a new driver of demand. All of
Republican Administration and Republicans in these demand side drivers will combine to increase
Congress, China, European Union, Mexico and demand for crops between 60% (on a calorific value
other countries believe that tariffs on agriculture could basis) to 100% (on a total crop production basis)
potentially apply more political pressure on the US by 20504.
Administration. These developments could potentially
New market trends on the growth of functional foods,
shrink the role of the USA as a global ag supplier
the aversion to artificial ingredients, the imposition of
and allow its global customers to diversify away from
sugar sweetened beverage tax (e.g. in Mexico, South
US ag exports.
Africa, United Kingdom, Singapore, Malaysia etc.),
All of these measures and counter measures would fatty food tax (e.g. in Hungary), calorie information
result in reduced contestability of global output (global menu labelling, mandated dieting classes
GDP that is free from tariffs, non-tariff trade barriers, (the ‘Metabo Law’ in Japan requires overweight
and other forms of protection), slow down global trade individuals to go to dieting classes), vending machine
and consequently pose a significant headwind for standards, the trend towards natural and organic,
economic growth. single origin produce, traceability to the farm, going
In order to better navigate these trade issues, Olam is local, slow food movement, ethical eating, importance
focused on staying diversified across key producing of trust and transparency in the supply chain, eating
countries for the various commodities we supply. on the go, on demand grocery and household delivery,
As a rule of portfolio selection, we participate in pre-portioned meal kits and eating as a social
80-90% of the countries that produce a given experience are all beginning to revolutionise food
commodity. In addition, we are also increasing our consumption habits. New innovations to personalise
diet planning and nutrition based on genetic makeup,
1. US Department of Agriculture; BCA research gut bacteria, metabolism rates and body type along
2. UN Development with tech-enabled personalised meal planning are
3. Pew Trust gaining traction in some markets.
4. World Resources Institute

olamgroup.com 5
Group CEO review continued

From fork back to farm: helping customers meet consumer trends

Across the world, certain consumer trends in food are increasingly impacting our
customers’ businesses.
We can classify these trends into 4 main categories, namely, quality, responsible sourcing, reliability and innovation.
Food safety is non-negotiable and sustainability is becoming a pre-requisite as many customers have to meet their
own 2020 sustainability commitments. While there are still challenges over the cost of sustainable production, there is
a strong opportunity to secure larger volume contracts. All these present new opportunities for Olam to differentiate
and lead.

Trend How Olam is positioned


Premiumisation • Meeting and exceeding customers’ expectations for consistent quality and food-safe
products through the diligent application of quality assurance and compliance
• Consumers are beginning to prioritise by programmes, and a ‘right first time’ culture.
spending more on things that matter most
• Through our 4.7 million farmer network, we have unrivalled connection to farmers and
to them and cut back on the rest.
we are helping them to improve both their quality of production as well as increase
• More emphasis being placed on quality as their yields.
well as functional ingredients.
• Our sourcing footprint means we can supply high end single origin ingredients
• Suppliers can capture value and secure (e.g. cocoa, coffee).
pricing premiums by differentiating their
• Our integrated supply chains help maintain quality aspects (e.g. flavour).
offerings with value-added solutions that
reflect these important consumer trends. • Our investment in research (e.g. improving genetics by producing better quality seeds/
planting material).
• We have made significant investments in mid-downstream processing.
• Our continuing investments in innovation centres across the world for tailored products.

Ethical living • Advancing sustainability throughout our operations from plantation to processing
based on our ethos of Growing Responsibly.
• Increasing attention paid towards ethical
• Long-standing and highly regarded sustainability programmes offering support to
sourcing and ethical eating.
farmers on commercial, social and environmental issues. More than 360,000 in
• Social entrepreneurship is increasing among Olam Livelihood Charter (OLC) initiatives alone.
younger generations.
• New Olam Farmer Information System (OFIS) offers unparalleled insights at farmer
• More companies advocating ethics as a level for more targeted impact programmes.
competitive differentiator.
• Instilling standards in indirect sourcing through Olam Supplier Code and
industry partnerships.
• Committed to international standards e.g. RSPO etc.
• Strong programmes with certifiers recognised by consumers (e.g. Rainforest Alliance).
• CR&S1 10 material areas, specific goals and sustainability annual reporting,
commitment to implementing the UN Sustainable Development Goals.

Healthy living • Delivered 68 billion servings of fortified foods in 2017.


• With the largest portfolio of Edible Nuts including significant Olam owned plantations,
• Concerns over obesity and food sensitivity are
we help our customers maximise the healthy snacking opportunity.
making health a primary purchasing criteria.
• Olam Cocoa has innovated several ‘no sodium added’ dark cocoa powders, as well as
• Options such as meat substitutes, and
natural cocoa powders (processed without alkalising agents) for clean labelling.
healthy snacks (e.g. nuts and seeds) are
gaining traction. • Olam SVI’s extensive spice portfolio and recipe development capability means
customers can create appetising products without sodium or artificial flavours.
• Preference for ‘clean label’ (recognisable
ingredients and natural ingredients. • The breadth of our portfolio and capability means we can offer ‘healthy crops’, provide
fortification and find solutions.
• Our investment in PureCircle plays directly to many of these health trends.

Connected consumers • Through our sustainability reporting and direct engagement, we aim for transparency
with our customers as well as other stakeholders, addressing issues as they arise while
• Increasing connectivity allows consumers to also seeking to improve wider understanding of issues in the agri-complex.
experience and interact with digital content.
• The launch of our AtSource offering which is Olam’s purpose led platform to drive the
• Demand for greater transparency amplified as delivery and purchase of more sustainable and traceable agricultural products, is a
news is proliferated through social media. major initiative that provides transparency to our customers across multiple KPIs that
• The customer journey weaves a brand into the are relevant to them.
entire consumption experience, providing • We support customers with specific case histories and other relevant information to
value before, during and after the purchase. provide to their end consumers and bring their brand story to life.

1. Corporate Responsibility & Sustainability

6 Olam International Limited Annual Report 2017


Supply side trends, fragile ecosystems, natural indigenous people and the impact on these
and social capital impacts communities and their traditional livelihoods, are all
key social risks associated with modern agriculture.
Natural Capital impacts In addition, rising production cost, workforce shortage,
On the supply side however, constraints on the availability and ageing farmers pose significant additional risk in
of both arable land and water is likely to create the agricultural value chain.
growing imbalances between supply and demand for Nutritional challenges, with over 815 million people still
agricultural crops. Fragile ecological systems will going to bed hungry every day (undernutrition), over
exacerbate these supply side constraints. Agriculture, nutrition issues with increasingly more people obese
Forestry, and Other Land Use accounts for nearly 25% than underweight, coupled with nearly 2 billion people
of the world’s Greenhouse Gas (GHG) emissions1. suffering from various forms of malnutrition arising from
Agriculture also accounts for 71% of all fresh water micronutrient and vitamin deficiencies, the high
withdrawals2. Nearly 1 million square miles of tropical prevalence of stunting and wasting amongst young
forest land could potentially be lost due to conversion children in developing countries, have all combined to
of forests to food and feed production. Increasing increase the incidence of chronic diseases and the
demand for deforestation-free products from key attendant pressures on global health systems to treat
stakeholders is growing. We have significantly these adverse health impacts arising from a broken
exceeded the planetary boundary on biosphere global food system.
integrity or biodiversity by losing more than 1,000
species for every million species year today,
Olam’s response
compared to the boundary condition of not losing more At a societal level, in addition to now supporting
than 10 species for every million species year3. As a 363,000 smallholder farmers under the
result, wild animal populations have roughly halved Olam Livelihood Charter, our teams continue to play
since 1970 and fragile ecosystems worldwide have their part in trying to prevent disease in communities
been impacted by human activities. Clearly, around our operations. Over 20,000 people in Africa
businesses cannot function if ecosystems are benefitted from HIV/AIDS sensitisation, awareness
degraded or out of balance, as they provide many and testing as part of these efforts. The scale of ill
invisible but essential services, including regulation health in some communities such as those around
of the climate and water cycle, air quality and flood our forestry concessions in Republic of Congo mean
protection. Demand for additional water for irrigation a far greater response is required than any one
is estimated to increase by nearly 28% by 2015, while company can manage alone. Multi-stakeholder
agriculture is estimated to contribute to more than 30% partnerships as described under Goal 17 of the UN
of all fresh water pollution4. Part of this pollution is Sustainable Development Goals must take even
contributed by nitrogen and phosphate loading as we greater precedence. In this regard, we stepped up
become more input intensive in our farming activities our collaboration initiatives in 2017 and forged
to boost productivity. China today uses nearly 2.5 times relationships, partnerships and alliances with NGOs
more fertiliser per hectare as compared to Germany5. and civil society, development agencies, multi-laterals
The consequence is that 80% of all Chinese surface and customers including: Asian Development Bank
water (rivers and lakes) and underground aquifers are (ADB), Bill & Melinda Gates Foundation, Business
polluted, in terms of their biological oxygen demand Sustainable Development Commission, Climate Smart
levels (according to WHO). Agriculture (CSA), Consultative Group for International
Agricultural Research (CGIAR), Costco, Food &
In addition, nearly US$1 trillion of economic losses are
Agriculture Organisation (FAO), Food Reform for
sustained, as more than one third of all food produced
Sustainability and Health (FReSH), Global
in the world that is intended for human consumption is
Agribusiness Alliance (GAA), Global Coffee Platform,
lost or wasted at the point of production in developing
International Finance Corporation (IFC), High
countries and at the point of consumption in the
Conservation Value Resource Network (HCV), Mars,
developed regions6.
Mastercard Foundation, Nestlé, Sustainable Rice
Social Capital impacts Platform (SRP), The Nature Conservancy, The Forests
Dialogue, The Deutsche Gesellschaft für Internationale
The significant impacts of agriculture on social capital, Zusammenarbeit (GIZ), University of California (UC
including health and safety of workers given the use of Davis), Wildlife Conservation Society (WCS), World
chemicals, machinery and the working environment, Business Council for Sustainable Development
forced labour including child labour issues (given that (WBCSD), World Cocoa Foundation (WCF) and World
60% of child labour worldwide is in the agricultural Resources Institute (WRI), amongst others.
sector), forced resettlement of communities including
1. IPCC 5. World Bank
2. World Development Indicators 6. Champions 12.3
3. Stockholm Resilience Centre 7. World Food Programme
4. UN Water

olamgroup.com 7
Group CEO review continued

We have zero tolerance for lack of adherence to any employees, in particular increasing and better balancing
human rights violations and insist that the dignity of others the number of women in senior management positions
is respected in our operations both across our direct and in the company. While we can point to historical legacy
indirect supply chains. We are committed to and work reasons for up-country positions in tough emerging/
hard to ensure that the 10 principles of the UN Global frontier markets mostly being held by men, we know
Compact are upheld. A new cross commodity Fair we can and must do better to tap valuable skills by
Employment Policy will be issued later this year to supporting and encouraging women to consider
reinforce our efforts in this regard. We have more work to a broader range of roles within Olam and fulfil
do to ensure greater levels of diversity amongst our their potential.

We must produce more food using fewer resources


In the past, our agricultural systems have coped Understanding and addressing the other planetary
with population surges and shifting dietary habits. boundaries is equally critical. For example, the threat
However, given climate change impacts, water to biodiversity, the loss of which “reduces every form
constraints and other Planetary Boundaries, this of ecological resilience.” Currently we lose over 1,000
becomes a far more difficult challenge going forward. species per million per year and yet the boundary is
The Planetary Boundaries framework as developed just 10 species per year. Some of these species that
by the Stockholm Resilience Centre and a group of could go extinct may include pollinators which are a
earth system and environmental scientists, sets out vital resource for cross-pollinating flowering plants
precautionary boundaries for 9 critical processes of with a global aggregate production value in excess
human driven environmental change. Together, the of US$300 billion. Olam is already spending over
Planetary Boundaries quantify a safe operating space $8 million a year to ensure that we can secure enough
within which we can live well, thus providing us a bees to pollinate our almond orchards (read more on
dashboard for global sustainability. Beyond these page 35). Species decline is not only a threat to the
boundaries, we could potentially face the possibility biodiversity of our planet, it is a very real financial risk.
of disruptive, catastrophic or large-scale changes in More and more countries have already implemented
Earth system functioning, leading to significant risks to an Emissions Trading Scheme (ETS) and/or imposed
societies and economies worldwide. a Carbon Tax. World Bank’s report on ‘State and
Of these 9 Planetary Boundaries, 4 boundaries Trends of Carbon Pricing 2016’ indicates that already
(including climate change, loss of biodiversity, 40 countries at the national level and an additional
overload in the nitrogen and phosphorus biogeochemical 24 regions at the sub-national level have adopted ETS
cycles and land use change) have already been or Carbon Taxes. While today, mother nature’s back
transgressed. We are seeing the impact of this on office is not set up to issue us the invoices for
crop production, water availability etc. The FAO the services that we derive from nature to produce the
explains: “Until about 2030, global warming is goods that we deliver to our customers, it is only to be
expected to lead to both gains and losses in the expected that governments will increasingly assess
productivity of crops, livestock, fisheries and forestry, whether natural resources are being used efficiently
depending on places and conditions. Beyond 2030, and economically, and what price companies are
the negative impacts of climate change on agricultural paying to society for the use of natural capital and
yields will become increasingly severe in all regions.” eco-system services that benefit all of us.
FAO cites a report by Rosenzweig et al 2013 which
states: “The impact on yields by the year 2100 under
high emission climate scenarios will range between
-20 and -45 percent for maize, between -5 and -50
percent for wheat, between -20 and -30 percent for
rice, and between -30 and -60 percent for soybean.”
Resolving this would be a critical determinant to
achieving the level of crop production required to
feed the world in the future.

8 Olam International Limited Annual Report 2017


‘The company closest to the farmer’: Maximising our USP
We must also face up to the fact that while we have predicts net farm income will decline 8.3 percent in
over-stepped these planetary boundaries, we have also 2018, dropping US$5.4 billion to US$59.5 billion. If
not adhered to key social capital boundaries that we realised, 2018 net farm income would be the lowest
need to have a sustainable supply chain. For example, since 2002 and net cash farm income would be at its
Leeds University recently issued research which lowest level since 2009/2010. It is not surprising then
“quantifies the national resource use associated with that the average age of farmers and ranchers is 58
achieving a good life” for over 150 countries. It found as the younger generation rejects farming as a viable
that. “No country in the world currently meets the basic livelihood and that farmer suicide in the face of
needs of its citizens at a globally sustainable level of unrelenting pressures is of growing concern, including
resource use.” It is a grim reality that many of those Africa, China, India, Indonesia, Vietnam, etc.
producing and providing our food and fibre are also the All of these factors make it imperative that we go
same people who are going to bed hungry every day, beyond our best efforts to date. We must truly
besides living below other key social indicators. re-imagine and transform the global food, feed and
Even in developed nations, farmers are struggling. fibre systems so we can create prosperous farms and
Many commodity prices remain below the cost of farming systems; build thriving rural communities and
production. The US Department of Agriculture (USDA) achieve re-generation of the living world.

Innovation in agriculture long wingspan drones on the farms and other digital
The existing levers to increasing farm yields and solutions are fundamentally transforming agricultural
productivity, including acreage expansion, higher fertiliser production landscapes.
application rates, increased crop protection application At Olam, we have both significant direct farming and
rates, farm equipment size and horse power, adoption plantation exposure with 2.4 million hectares of farming,
of GMO seed, etc. has more or less run its course. plantations and forestry footprint, growing 26 different
In addition, inflation in cost of production and farm wage crops, large out-grower or contract growing programmes
growth, have put severe pressure on margins at the farm in addition to third party sourcing from smallholder
level. We need new productivity breakthroughs to sustain farmers and agents. We need to therefore be at the top of
global agriculture. our game in terms of leveraging technology to produce
Fortunately, rapid innovation in agriculture, including crops more efficiently and sustainably. Today, we are at
precision farming techniques, vertical farming, urban the leading edge of building smart farms and ‘Farm of the
farming, development of alternative proteins and high Future’ to ultimately increase productivity, reduce
tech food, advanced genetics, using IoT1 sensors to costs and enhance sustainability of our supply chains.
improve irrigation efficiencies, cloud seeding, waste Some of the key initiatives on how we are leveraging
packaging solutions, blockchain for food traceability and technology (many of which were adopted by us in 2017)
trust, robotic harvesting, widespread use of micro and to achieve this across our farming and plantation
operations are shown below:

Our Smart Farm Initiatives

Precision Weather Farm Advanced biotech Farm automation


agriculture foecasting management • Multiple collaborations
with research agencies:
• Tools mechanisation
of harvesting
• Drones for aerial imagery
and analysis across all
• Real-time weather
monitoring for
system i. NUS for oil palm • Robotic harvesting
• Mobile applications for molecular breeding • Vertebrate Pest Detect
our tree crop plantations assessment and
for drought stress, nutrient prediction. Distributed soil sampling, pest and ii. C SIRO for even and Deter System to warn
deficiency, Chlorophyll weather stations across disease monitoring, ripening of oil elephants away in Gabon
bands and canopy the plantation supervisor field vists palm fruits (through sense and
structure and height monitoring, enhancing iii.CIRAD for pests and deter nodes)
• Radar data for rainfall
plantation worker disease control
• IOT/sensor solutions monitoring
productivity and recording iv. T  LL (multiple projects)
eg. improving irrigation
consumption of spare
efficiencies (different use
parts in Australia almonds
cases across Australia,
Gabon and USA) • Sensors on bees for
detecting flight patterns
• Variable rate applicators
and pollination
– SMART tractors
effectiveness
• Fertigation

1. Internet of Things

olamgroup.com 9
Group CEO review continued

Clear and Differentiated Strategy I had described our current strategy in detail in the
CEO Review of 2015 and 2016 which is summarised here:
In 2017 we completed the second year of our 2016-2018
Strategic Plan. We have now entered the last year of this
plan (2018). There was no change to our strategy in 2017.
Our strategy is centred around a strong core, namely Our Strategy: Focused, differentiated
supply chain management of agricultural raw materials and defensible
and food ingredients (origination, logistics, trading and
risk management) and then selectively integrating across 1. Focused on niche commodities and niche
the value chain, including upstream (plantations and businesses with global leadership positions
farming), midstream (manufacturing and processing) (e.g. Edible Nuts, Cocoa, Coffee, Spices &
and downstream (packaged foods distribution). In line Vegetable Ingredients, Cotton, Rice, Packaged
with our strategic plan in 2017, we continued to pursue Foods & Rubber)
growth in our prioritised platforms, worked to turnaround
underperforming businesses, and nurtured our gestating 2. Adopt defensible niche strategies in
assets to start contributing. As described in the overview mainstream commodity categories
section of this review and in the following Group COO (e.g. Grains: Africa Milling and asset light
Review (see pages 37 to 66) these initiatives have yielded destination trading; Animal Feeds; Key
strong results. emerging markets in Africa and Asia; Sugar:
In the second half of 2018, we will embark on our next Indonesia Refining, India Milling; Palm:
2 - 3 year strategic plan exercise for the two 3-year leadership in West Africa)
periods 2019-2021 & 2022-2024. This new strategic plan
will be communicated in early 2019 once it is approved 3. Unique African footprint and operating
by our Board. capabilities: Direct presence in 25 countries
in Africa
Our clear and differentiated strategy in terms of where
we participate and how we win in our industry, has
4. Out-origin our competition: Buying directly
helped us achieve more consistent, sustainable and
from growers and village level agents
profitable growth over the current plan period. We are
at the farmgate or the lowest level of
focused on the agri-complex but broadly diversified within
aggregation possible
it. We have built market leading positions in our prioritised
platforms (Edible Nuts, Cocoa, Grains, Coffee and Animal
Feed, Spices and Vegetable Ingredients and Cotton) and 5. Provide value-added solutions and services
strategic niche positions in a number of other adjacent to customers: Traceability guarantees,
products, markets and value chain segments (Palm, sustainable and certified raw materials, vendor
Rubber, Wood Products, Packaged Foods Business and managed inventory solutions, risk management
Ag Logistics in Africa, Rice in Asia and Africa, Sugar solutions and proprietary market intelligence
Milling and Refining in Asia, Dairy farming in Russia and
Uruguay etc.). 6. Uniquely shaped portfolio: Selective and
diversified participation across products,
geographies and value chain

Visit to Australian almond orchard.

10 Olam International Limited Annual Report 2017


2016-2018 Portfolio Strategy
Organised into 4 clusters

Cluster 1 Cluster 2 Cluster 3 Cluster 4


Business units in attractive markets Strategic BUs in Small size of Non-Core
where Olam has a strong position attractive profits but high restructure/
markets, returns, Deconsolidate
1A 1B 1C gestating, accretive to • Fertilisers
• Edible • Coffee • SVI1 model to be portfolio
• GSEZ4
Nuts • Cotton proven • Rice
• Cocoa • PFB2 • Wood
• Grains • Palm • Sugar and
• Rubber Sweeteners
• Dairy
• CFS3

Accelerate
Ensure minimum
investments Prove model Deconsolidate/
profit size and
to achieve before scaling Monetise
high returns
leadership

Prioritise Africa, focus as a separate vertical

Leverage Africa Supply Food Participate Invest in Africa


as a Globally Staples and in African Agri-Logistics
Competitive Ingredients Consumer Infrastructure
Supply Source into Africa Story
African agri-
Palm and Rubber Grains PFB
infrastructure
Successfully execute Expand milling in Double down on (warehouses,
Palm and Rubber Nigeria (M&A) and Nigeria, Ghana and silos, ports)
upstream plantation other African other parts of West
expansion and countries: enter Africa and drive
selective midstream Animal Feed profitability
investments
Rice
Edible Nuts, Cocoa, Maintain position in
Coffee, Cotton, SVI Africa
Continue to expand
most attractive Dairy and Sugar
Africa-based sourcing Distribution
and midstream
processing

1. Spices and Vegetable Ingredients


2. Packaged Food Business
3. Commodity Financial Services
4. Gabon Special Economic Zone

olamgroup.com 11
Group CEO review continued

Evolution of Olam’s Business Model: Olam 2.0 shows that in 1975, 83% of the S&P 500 companies
market value was explained by their tangible assets and
In my CEO Review for 2015, I had described in detail
only 17% by their intangible assets, whereas in 2015 only
Olam’s business model which we call ‘The Olam Way’.
16% of the S&P 500 market value was determined by its
‘The Olam Way’ forms the basis for the way we lead,
tangible assets and 84% was explained by their
organise, compete, grow and succeed in the marketplace.
intangible assets.
We compete on the basis of this business model and
like other winning business models, we expect ours to To create value over the long-term, it has become
achieve the unexpected, by helping us realise our Vision increasingly clear that organisations need to actively
of ‘becoming the most differentiated and valuable global manage a broader set of drivers beyond Financial and
agribusiness by 2040’. Economic Capital (equity, debt, tangible assets) that
includes Manufactured Capital (the stock of the
‘The Olam Way’ has 12 elements that together deliver 4
company’s factories, farms, equipment, etc.), Intellectual
objectives for us: i) Setting the direction for the company;
Capital (R&D, patents, copyrights, knowhow,
ii) Defining where to play and how to win; iii) Knowing
organisational systems and processes, etc.), Intangible
who we are; and iv) Aligning the organisation to deliver
Capital (brand, reputation, know-how etc.), Human
our strategy.
Capital (motivation and engagement of its employees,
The current ‘Olam Way’ version Olam 1.0 has served us attrition rates, capability development, culture, spirit,
well for the last 28 years. The many changes and actions capacity to innovate, etc.), Social Capital (relationship
initiated over the course of the last 2 years is likely to between the company and all its stakeholders including
result in Olam becoming by the end of 2018, a very communities, government relations, customers and other
different company from the Olam of 3 years ago. We now supply chain partners) and Natural Capital (including the
have an extensive upstream farming and plantation company’s carbon, water, waste footprint and the cost of
footprint; our midstream manufacturing footprint has these externalities). However, these broader set of
grown 10-fold during this period, we are recognised as long-term drivers and different forms of Capital that drive
being leaders in sustainability, and our farmer/supplier long-term value are not universally assessed in current
and customer networks/engagement have given us a reporting frameworks, even though they drive a significant
global edge in many of our products. All these initiatives portion of today’s market value.
and changes combined together has resulted in Olam 1.0
There is a significant and increasing disconnect between
evolving into Olam 2.0. This is an evolutionary rather than
today’s reporting formats and the drivers of long-term
a revolutionary change.
value for a few specific reasons: i) accounting profit and
We have a broad consensus within the company for the shareholder returns are disconnected because
need and importance of keeping ‘The Olam Way’ accounting profit is quick to recognise the short-term
dynamic and treating it as an active and living document changes in revenues and costs, but does not account for
to be continually refined and strengthened so that it is the value likely to be derived from investments made for
always fit for purpose. As our business changes, ‘The the long term. For example, at Olam (as described in the
Olam Way’ will continue to evolve with it. Olam 2.0 is this earlier sections of this review) we have invested
first major evolution of ‘The Olam Way’. significantly in sustainability, digitalisation and capability
We have identified 6 key priorities in Olam 2.0 that will building initiatives, all of which will decrease our
help us stay ahead and make Olam future ready: i) Focus accounting profits, however it does not reflect the
on drivers of long-term value; ii) Put sustainability at the potential value that will be created from these
heart of our business; iii) Build operational excellence as investments; ii) we often measure and report what is easy
a core competency; iv) Lead industry’s digital disruption rather than what is right, for example, inadequate
and transformation; v) Enhance our culture, values and reporting on intangibles; iii) the failure of companies to
spirit; and vi) Realign and renew our organisation to address idiosyncratic Environmental, Social and
execute our strategy. Governance (ESG) tail risks, which if materialised,
diminishes future cash flows and increases the cost of
1 Focus on drivers of long-term value capital; and iv) the timelines mismatch by co-mingling
operating cost with different forms of long-term, gestating
Research by Ocean Tomo LLC (one of the world’s capital investments, which confuses the understanding of
leading Intellectual Capital Valuation, Management and how well an organisation is investing to maintain or
Advisory Services firm) done on the S&P 500 companies enhance its long-term competitive advantage.
for the last 45 year period shows that the market value of
This is why we at Olam have now begun to value these
these companies over time is explained less by the value
broad set of drivers and measure the various forms of
of their tangible assets and is increasingly determined
capital that drive long-term value for the company.
more by the value of their intangible assets. The study

1. Please also see our GRI report on olamgroup.com.

12 Olam International Limited Annual Report 2017


This Annual Report is the first in our journey to develop a new model of reporting that provides insight into how we
create value over the long-term. It aims to communicate how we identify, invest in, develop, preserve and deploy key
strategic assets including the various forms of Capital described above in line with our company’s purpose to create
long-term value for all our stakeholders.

‘The Olam Way’: Evolving from Olam 1.0 to Olam 2.0


‘The Olam Way’ is our unique business model that forms the basis for the way we lead, organise, compete, grow
and succeed in the marketplace. ‘The Olam Way’ has 12 elements that together deliver 4 objectives:

4 objectives 12 elements

1. Setting 1. Our governing objective


the direction
2. Our purpose/cause
3. Vision/strategic intent
4. Defining the opportunity
2. Defining where to 5. Our portfolio strategy
play and how to win
6. Our core competency
7. Our competitive strategy
8. Our growth strategy
3. Knowing who we are and 9. Our spirit/our belief
what we stand for
10. Shared values and culture
4. Aligning the organisation 11. Engaging our people
to execute our strategy
12. Creating alignment

The many changes initiated over the course of the last 2 years has transformed Olam. Today, we are the world’s
largest planter, have significantly grown our midstream footprint, have become leaders in sustainability and our
farmer/supplier and customer networks have given us a global edge. All these initiatives and changes combined
together have resulted in Olam 1.0 evolving into Olam 2.0. We have identified 6 priorities in Olam 2.0 that will
help us stay ahead and make us future ready:

1 2 3 4 5 6
Focus on Put Build Lead industry’s Enhance our Realign our
drivers of sustainability operational digital disruption culture, values organisation
long-term value at the heart of excellence and and spirit
our business as a core transformation
competency

olamgroup.com 13
Group CEO review continued

Put sustainability at the heart of our Our refreshed Corporate Responsibility & Sustainability
2
business (CR&S) Framework
To this end, we refreshed our global CR&S framework in
At Olam, we have now firmly put sustainability at the heart
2017 to integrate our new purpose with our 10 new
of our business with 5 specific objectives in mind: i) it is
Material Areas, and the UN SDGs that these key material
the ‘right’ thing to do; ii) help increase agricultural
areas will impact. We have also now mapped and aligned
production within the Planetary Boundaries, iii) to create
our Material Areas (our focus areas) to the 9 Planetary
differentiation and build competitive advantage; iv) to
Boundaries. In this exercise we added certain Material
drive long-term value creation by reducing the risk to
Areas that were missing from the Planetary Boundaries
future cash flows because of an idiosyncratic ESG tail risk
framework and removed certain other overlapping areas.
and by reducing the cost of capital because of a higher
Most importantly, we have now fully aligned our Purpose,
ESG orientation; and v) to inspire our employees by
the Material Areas, Planetary Boundaries and the UN
providing them meaning to their work.
SDGs in a coherent manner in our new CR&S Framework
Ensuring Olam grows responsibly has been a core tenet described on page 15.
of how we have done business at Olam for several years
Achieving our new purpose is important for our
and indeed ‘Growing Responsibly’ has been our Core
shareholders, customers, farmers, Board, management
Purpose since 2012. In 2017, we decided to refresh our
and our 72,000 employees across the world.
Core Purpose. A good Purpose must answer 2 questions:
1) What are we on fire about? Why do we come to work
every day? What is our Cause? What is the big problem
that we are trying to solve?; and 2) How do we conduct “ We go beyond considering ESG
our business? In order to answer the first set of questions
above, we need to understand the problem that we are all
factors… We actively seek out
trying to solve for in our industry. opportunities that provide
As described under the Social Capital and Natural
Capital impacts sections, on pages 72 to 82, agriculture
sustainable solutions for a
faces the immense challenge of producing enough food
and fibre for 9.5 billion people by 2050, while alleviating
growing global population.”
poverty, providing employment and decent livelihood
opportunities in rural areas, while at the same time Temasek Holdings
conserving natural habitats and biodiversity. (Olam’s Strategic Partner and major shareholder,
Unsustainable conversion or over exploitation of forests 53.8% stake in Olam)
and other natural habitats for food, feed, fibre and fuel,
and other related purposes, threaten our natural life
support systems including, soil, air, water, all living things In this context, we ramped up external stakeholder
and the global climate with serious implication for future engagement in 2017, notably related to our palm and
generations. A response based mainly on doing less rubber operations, on definitions of deforestation and
harm or focusing efforts to eliminate unacceptable how the ‘trade off’ between alleviating abject poverty in
practices such as deforestation at the scale of individual agriculturally deficient areas while protecting vital natural
farms, or on incremental improvements by companies capital can be managed.
representing a small fraction of the supply chain, will not As a key part of our outreach, the Gabon team welcomed
be enough to meet these challenges. Instead, we need to more than 50 NGOs and governmental, finance and
‘Re-imagine Global Agriculture’, shifting away from multi-lateral agency stakeholders to our operations as
destructive resource extraction and towards achieving part of The Forests Dialogue to discuss the challenges
a net positive impact at scale based on the creation facing this highly forested nation. In parallel, we are
and restoration of natural and social capital within working extensively to halt smallholder encroachment
living landscapes. That is why we have embraced into forests. We have created large set asides (around
‘Re-imagining Global Agriculture: Growing Responsibly’ 50% of the total concession area) of High Conservation
as our new purpose in 2017. Value areas in our palm and rubber plantations, and are
Re-imagining global agriculture : Growing Responsibly protecting these areas at our cost and responsibility.
What are we on fire about? How do we conduct Olam Cocoa was also a founding member of the Cocoa &
our business? Forests Initiative launched by The Prince of Wales’
Re-imagining Global Agriculture Growing Responsibly International Sustainability Unit, working in partnership
What do we want to achieve?
with the World Cocoa Foundation and IDH the
Sustainable Trade Initiative.
Prosperous farms Thriving Re-generation
and farming systems communities of the living world

14 Olam International Limited Annual Report 2017


Our CR&S Framework
Our purpose Re-imagining Global Agriculture: Growing Responsibly
Outcomes Prosperous farmers Thriving Re-generation of
and farming systems communities the living world

Material Areas & SDGs Economic


Opportunity
Safe &
Decent
Education
& Skills
Health &
Nutrition
Diversity &
Inclusion
Climate
Action
Healthy
Eco-
Healthy
Soils
Water Reduced
Waste
work systems

Enablers

Policies
Enablers Health & Safety Quality & Food Safety Labour Living Landscapes
Standards
Olam Livelihood Charter
Farmers
Plantations Olam Plantations, Concessions & Farms Code
Suppliers Supplier Code
Factories & worksites QEHS Standards

Launching Olam AtSource: Delivering our The AtSource digital platform makes sustainability
sustainability vision tracking and reporting easy. For example, customers can
access maps and product journeys, environmental
As part of our Purpose to ‘Re-imagine Global Agriculture’
footprints, socio-economic metrics and tailored impact
we have launched Olam AtSource, our purpose-led
stories. Customers and Olam can also use the data to
platform to drive purchase and delivery of more sustainable
inform decision-making to compare performance and
agricultural products and ingredients with our customers.
progress between farmer groups, develop more precise,
Delivered through an accessible digital portal, AtSource
and therefore efficient, sustainability programmes with
provides traceability through our supply chain, assurance,
base line data and better understand impacts and make
data and farmer narratives of real on-the-ground impact of
adjustments e.g. use renewables versus fossil fuels.
our sustainability initiatives. It connects customers to the
source of their supply, empowering our customers to have AtSource is Olam’s commitment to a more transparent and
end-to-end sustainable supply chains, helping them to sustainable agricultural products supply from the grass
differentiate with their customers. In essence, it embeds roots up.
the ‘Olam Sustainability Chip’ in our products
and services. “When making decisions on loans
AtSource products are available in 3 tiers tailored to
supporting our customers ‘unique sustainability journeys.
and investment proposals, we
These 3 tiers provide a pathway for progression across consider not only economic factors,
4 key dimensions: traceability level (e.g. country, farmer
group, farm); footprint and impact information; types of but impacts to the environment and
sustainability initiative; and type of verification or assurance.
Performance and impact are then tracked across 12 core
society as well.”
sustainability topics including health and safety, food
safety and quality, labour practices, diversity and inclusion Sustainability Framework, Mitsubishi Corporation
(these 4 topics cover the people dimension), climate (Olam’s Strategic Partner and major shareholder,
change, water use, forest protection and ecosystems and 17.5% stake in Olam)
soil health (these 4 topics cover the planet or environment
dimension) and economic viability, education, health and
well-being, and nutrition and food security (these 4 topic
cover the farmer livelihoods/social dimension).

olamgroup.com 15
Group CEO review continued

AtSource products are available in 3 tiers, supporting unique customer sustainability journeys.

Infinity: Collaboration with customers to


achieve transformational net-positive
impact at community or landscape level

Plus: Traceable and sustainable supply


chains with on the ground initiatives and
granular reporting, 3rd party verified

Entry level: Transparency and


reassurance of Olam’s efforts to
offer responsible supply

A user-friendly digital platform provides rich, easy-to-access customer sustainability reporting.

• The platform delivers product journey maps, • Customers can view tailored sustainability narratives
environmental footprints and key socio-economic and farmer stories specific to the impact in their
metrics from Olam’s supply chains. product’s supply chains.

16 Olam International Limited Annual Report 2017


Build Operational Excellence as This initiative resulted in a significant reduction in working
3 a Core Competency capital employed in 2017 of S$1.24 billion;
ii) we set up a Cost Efficiency Task Force (CETF) to
In order to successfully execute our strategy, we have target significant cost savings across 8 cost drivers in
acquired critical new competencies in plantation a sustained cost management program over the next
management, trading, operational excellence, 4 years;
digitalisation and sustainability, further developing our
competitive advantage. iii) identified key idiosyncratic drivers that drive variability
of performance and minimise performance variance from
We are now focused on building an Olam Operational plan. Given the inherent cyclicality and volatility in our
Excellence Management System which we believe will industry, this discipline is very important to reduce
be a critical capability to drive superior performance in performance variability; and
a consistent way for the company. With this in mind, we
took 4 major initiatives in 2017: iv) developed a more effective governance system
including an integrated business assurance system, an
i) we set up a Capital Productivity Task Force (CPTF) to enterprise risk management system, strengthened the
improve capital productivity and efficiency by focusing on market and legal compliance functions, strengthened our
building better project management execution capability. anti-bribery and corruption (ABC Policy) and developed a
Our aim is to make sure that our capital projects are new CR&S Framework. We believe that by developing
on-budget and on-time and focused on optimising Operational Excellence as a new core competency it will
working capital and reducing our cash-to-cash cycle time. help us reduce error, increase speed, free up bandwidth,
compound our learning and increase the predictability
of our performance.

Investing in building new capabilities

New
competencies
Operational World’s World’s
Digitalisation Sustainability
excellence best trader best planter

Existing Origination, Supplier/ Mergers and Capital Stakeholder


competencies Logistics, Customer Acquisitions, Structure Management
Processing and Networks, Talent Innovation
Trading Plantation and Management,
Manufacturing Risk
Assets Management

Cocoa processing plant in Singapore.

olamgroup.com 17
Group CEO review continued

Lead industry’s digital disruption and developed and tested a number of solutions for different
4 transformation parts of our business across 3 buckets in 2017: i) Olam
Direct; ii) Olam Inside; and iii) Olam Forward. Our goal is
Digitalisation is disrupting and transforming almost every to digitise our highest value supply chains end-to-end,
sector in today’s world and fundamentally changing the both to drive cost efficiencies and capture additional
way we live and do business. Digital disruptions are value across the supply chain.
happening at both ends of our value chain. At the back In 2017, we rolled out 10 digital initiatives including Olam
end, we have the rise of platforms affecting origination Direct, Customer Service Portal, a Small and Medium
(eg. Online Agri marketplaces) while at the front end, tech Business e-Commerce Portal, Drone Image Analytics,
giants are crossing over into new business verticals Walk the Field mobile app, Digital Warehouse, Transact
(Amazon is a good example of this changing landscape and Trace, Digital Procurement, Paperless Trade, Electric
with their purchase of Whole Foods). Motors Condition Monitoring, and Dryer Optimisation.
As outlined in my CEO Review for 2016, we embarked on We have seen promising results in many of these pilots
the digital transformation of our business in 2016 and that we rolled out in 2017 as shown below:

Olam’s Digitalisation Journey: We have seen promising results in 2017

Olam Direct (Disruptive) Olam Inside (Disruptive) Olam Forward (Transformative)

5,000+ 3 Cost effective customer


portal launched for US
SVI, deploying to 3 other
1% Dryer performance in
Vietnam coffee improved
to increase production
Farmers have transacted directly BUs by 2Q18 yield by up to 1%
with Olam Cocoa in Indonesia
Olam Direct Digital traceability 35 motor sensors for
successfully launched in Medan predictive maintenance
launched on Arabica, leading to installed in Asia (Dairy,
Google Playstore new business from Coffee, SVI, Edible Nuts,
major customers Sugar, Cocoa)
Poised to rollout Synchronous Olam Digital warehouse
to Olam Coffee in Inside roadmap to successfully
Central America rollout end-to-end implemented in
digitised supply chains Medan (Arabica) and
Qui Nhon (Cashew)

In addition, we are also pursuing the creation of an Key questions that we are asking in an extensive bottom
industry leading platform or marketplace that helps up survey relate to which parts of our current culture
connect millions of farmers directly with Olam with fair should be preserved and which should we drop.
and transparent price discovery while at the same time To reinforce our culture, we have updated our HR vision
source their farm inputs and secure microfinance, to “Building a high-performing and inspired workforce.”
insurance, etc. from different vendors and service
providers. We are envisaging this to comprise a simple Attracting, retaining and inspiring our talent remains a key
and usable mobile app for farmers to sell their produce focus for us. Upskilling national talent and creating rural
on this platform, and for all of the other service providers communities where people want to live is essential. As we
to participate in this marketplace. grow and scale our business, we need to make sure that
our teams are better connected and to this end, we have
5 Enhance our Culture, Values and Spirit stepped up our investments in social media and digital
tools to better connect our team and encourage them to
Over the years, our 6 values and the everyday behaviours collaborate more.
that institutionalise these values in the company have
Specific initiatives are also being taken to institutionalise
helped us build a distinctive culture, shaping how we
the ‘Founder’s Mentality’ which underpins the spirit of the
work and setting the standards for what it means to be
company. This includes a focus on attracting, retaining
part of Olam. We have always competed on the basis of
and developing talent through the Global Future Leaders
the organisational advantage that this unique culture has
programme at entry level and investing in the new Olam
provided us. We are currently in the process of reviewing
Learning Academy.
our existing values to see how they should be refreshed
to remain relevant in Olam 2.0 and our evolving priorities.

18 Olam International Limited Annual Report 2017


We need to refresh our current values and culture for Olam 2.0

Current values Olam 2.0 values


How should our values change?
• Bottom-up survey to get input from organisation
• Currently shortlisting some ideas

Entrepreneurship Stretch and Partnerships


Ambition

Living Operational Agile


sustainably Excellence Mindset
Mutual Respect Integrity Ownership
and Teamwork

Realign and Renew our organisation to I close this review with a sense of gratitude and pride
6 about Olam’s 72,000 strong team worldwide. During my
execute our strategy
frequent visits to our operations across our 66 countries,
We believe that Olam 2.0 will catalyse and re-energise I see many of them in action and am always astounded
our employees and our leadership team. They are by their capabilities, commitment, discretionary effort,
inspired by our new Purpose. We are also taking steps to character, experience and insights. I cannot emphasise
renew our top management teams, reviewing our current how honoured I am to work at Olam and with all my fellow
structure, and re-examining the role of the centre in employees. I thank our shareholders for their continuing
decision making. We want to build on the success of our support and their endorsement of our strategy to focus
Communities of Practice ‘CoPs’ (on Upstream, Trading, on creating long term value and putting sustainability at
Customer Engagement & Founder’s Mentality) and Task the heart of our business. I would also like to thank our
Forces (Sustainability, DTF1, CETF2, CPTF3 and Integrated Board for their guidance, trust in the management and
Reporting). These COPs and Task Forces have enhanced leadership team and our people, and their contribution
collaboration across the company and in many cases, in helping us build a more consistent, sustainable
have come up with game changing solutions that will and profitable company. I also thank all our partners,
serve the company well going forward. including our farmers, other suppliers, customers and key
service providers, bankers and creditors, in contributing
One of the disappointments in 2017 was the dip in our
to our success.
employee engagement scores. Reasons vary but
certainly volatile trading conditions and cost and capital We have a strong business and a bright future. I am
efficiency drives add pressure to teams. Based on the confident that we will deliver on our new Purpose of
engagement survey results, we are working on 5 areas to ‘Re-imagining Global Agriculture: Growing Responsibly’.
enhance engagement within our talent pool: i) Employer
brand; ii) Career opportunities; iii) Learning and
development; iv) Rewards and recognition; and
v) Collaboration.
These 6 key priorities in Olam 2.0 will help us stay ahead
and be future ready. While executing Olam 2.0 will have
its challenges, these changes are highly energising and
inspiring to our employees. These changes will be at the Sunny Verghese
heart of enabling Olam to continue being an enduring, Co-Founder and Group CEO
successful and responsible business. We believe that
Olam 2.0 will help us change the company, and change
our sector for the better. 2017 was an energising year for
all of us at Olam, one that simultaneously offered both
continuity and change - continuity with regard to our
strategy, and change with regard to our evolving
business model.

1. Digital Task Force


2. Cost Efficiency Task Force
3. Capital Productivity Task Force
olamgroup.com 19
Our business model

Where we participate and the value


we create across our 7 Capitals.

Resources and
relationships
we depend on What we do

Financial Capital Selective What sets us apart


The investments we make, We have expanded upstream where we see
the assets we build and the
upstream the grower having an increasing share of the
value we derive for our • Perennial tree crops profit pool. These are also areas where we can
shareholders • Broadacre row crops build a significant cost advantage resulting in
• Dairy farming attractive returns.
Social Capital • Forest concessions Our vision is to be the ‘world’s best planter’ and
The relationships we forge we are applying the highest standards in
and nurture with suppliers sustainable development with the aim of creating
as well as communities ‘net positive impacts’ for Olam, communities and
where we operate the living world.

Natural Capital
The land, water, biodiversity
and other ecosystem Supply chain What sets us apart
services for crops to grow The breadth and depth of our origins and our
• Global origination
and sourcing closeness to farmgate: in 28 years we have built
Human Capital an enviable network of farmers and cooperatives,
• Primary processing
The talent, skills, dedication working with them on the ground to improve yields,
• Inland and marine quality and incomes. This is coupled with expert
and inspiration of our
logistics teams, skilled in logistics, risk management and
workforce, and our
responsibility to keep • Merchandising securing supplies for customers.
them safe • Trading
• Value-added solutions
Intellectual Capital • Risk management
The knowledge and IP that
we create and use to keep
us ahead
Selective mid/ What sets us apart
Intangible Capital We have invested in processing facilities around
The trust in our brand and downstream the world that are close to source and close to
our reputation which helps • Value added customers, supporting with R&D and backed by
establish multiple manufacturing market insights.
stakeholder partnerships • Branding and Our Packaged Foods Business in Africa stems
distribution (Africa) from the strength of our unique capabilities
Manufactured Capital related to the management of food supply chains
The equipment, tools and and the common distribution network that we
infrastructure to create our have built over nearly 3 decades for related
products and services commodities across the continent.
safely and sustainably

20 Olam International Limited Annual Report 2017


The value we The value we are
created in FY2017 creating long-term

Financial
17.9% An enduring business where
profits and Purpose are aligned
increase in market cap value delivering strong returns
between 2016 and 2017 for shareholders

25.3% Social
Sustainable supplies for
increase in tangible book value
customers from prosperous
farmers boosting rural
363,000 economies

smallholders supported in the


Natural
Olam Livelihood Charter
A re-generated living world
that is able to support the
101,000 needs of the future within
Planetary Boundaries
hectares protected as
High Conservation Value Human
22% An inspired and high-performing
workforce that is re-imagining
the agri sector for the better
improvement on irrigation and
process water intensity (own
operations) Intellectual
A talented and agile business

237,000
finding solutions for customers
and the sector
hours of training for employees
Intangible

40 A reputable partner of choice


to those who can help scale
programmes and achieve
partnerships in the Olam
our vision
Livelihood Charter alone

Manufactured
S$970.6m Safe products from safe
environments
total gross cash capex

olamgroup.com 21
Our financial and performance highlights

Volume
Sales volume by segment
(’000 Metric Tonnes)
Industrial Raw Materials,  Edible Nuts, Spices and
Ag Logistics and Vegetable Ingredients
Infrastructure 1,691.5
1,870.2 7.5%
8.3% Confectionery and
Beverage Ingredients
2,063.6
9.2%

Food Staples and


Packaged Foods
22,534.6
16,909.3 (2016: 14,415.8)
75.0%

Sourcing volume by region


(’000 Metric Tonnes)
 mericas
A  Asia, Australia
25.2% and Middle East
26.2%

22,534.6
(2016: 14,415.8)

 urope
E Africa
36.1% 12.5%

22 Olam International Limited Annual Report 2017


Revenue
By segment
(S$ million)
Industrial Raw Materials,  Edible Nuts, Spices and
Ag Logistics and Vegetable Ingredients
Infrastructure 4,492.0
3,876.6 17.1%
14.7%

Confectionery and
Beverage Ingredients
8,136.8
Food Staples and
Packaged Foods
26,272.5 31.0%

9,767.1 (2016: 20,587.0)


37.2%

By region
(S$ million)
 mericas
A  Asia, Australia
18.4% and Middle East
37.3%

26,272.5
(2016: 20,587.0)

 urope
E
25.8%

Africa
18.5%

olamgroup.com 23
Our financial and performance highlights continued

Invested capital and EBITDA


By business segment
(S$ million)

15,832.4 1,327.9
100
3,603.9 438.4

80

5,347.0 327.7
60

40
4,678.3 359.7

20
2,104.9 197.3

98.3 4.8
0
Invested capital EBITDA

By value chain segment


(S$ million)

15,832.4 1,327.9
100
3,915.4 188.3

80
5,803.8 450.9

60

40
6,113.2 688.7

20

0
Invested capital EBITDA

Edible Nuts, Spices and Food Staples and Commodity Financial Services Upstream
Vegetable Ingredients Packaged Foods Supply chain
Confectionery and Industrial Raw Materials, Midstream and downstream
Beverage Ingredients Ag Logistics and Infrastructure

24 Olam International Limited Annual Report 2017


For the 12 months ended 31 December

S$ million 2017 2016 % Change

Profit and Loss Statement


Sales Volume (’000 Metric Tonnes) 22,534.6 14,415.8 56.3
Sales Revenue 26,272.5 20,587.0 27.6
Earnings Before Interest, Tax, Depreciation and Amortisation (EBITDA)* 1,327.9 1,202.8 10.4
Earnings Before Interest and Tax (EBIT)* 947.2 849.3 11.5
Profit Before Tax* 630.8 433.4 45.6
Profit After Tax and Minority Interest 580.7 351.3 65.3
Operational Profit After Tax and Minority Interest* 431.5 363.8 18.6
Per Share
Earnings Per Share basic (cents) 18.6 11.5 61.4
Operational Earnings Per Share basic (cents)* 13.3 11.5 15.7
Net Asset Value Per Share (cents) 200.1 190.8 4.8
Net Dividend Per Share (cents)^ 7.5 6.0 25.0
Balance Sheet
Total Assets 22,298.5 23,468.9 (5.0)
Total Invested Capital 15,832.4 16,649.0 (4.9)
Total Debt 11,587.9 13,670.5 (15.2)
Cash and Cash Equivalents 1,986.4 2,144.1 (7.4)
Shareholders’ Equity 6,443.6 5,398.3 19.4
Cash Flow
Operating Cash Flow Before Interest and Tax 1,369.2 1,243.5 10.1
Net Operating Cash Flow After Changes in Working Capital and Tax 2,203.9 1,015.8 117.0
Free Cash Flow to Firm 1,484.4 (418.1) N.M.
Free Cash Flow to Equity 1,020.4 (765.8) N.M.
Ratios
Net Debt to Equity (times)** 1.46 1.99 (0.53)
Net Debt to Equity (times) adjusted for liquid assets** 0.51 0.73 (0.22)
Return on Beginning-of-period Equity (%)** 9.0 6.1 2.9
Return on Average Equity (%)** 8.5 5.8 2.7
Return on Invested Capital (%) 5.4 4.0 1.8
EBITDA on Average Invested Capital (%) 8.2 7.8 0.4
Interest Coverage (times)# 2.2 2.0 0.2
* Excludes exceptional items
^ Proposed final dividend of 4.0 cents for 2017 is subject to shareholders’ approval at the 23rd Annual General Meeting.
** Before Fair Value Adjustment Reserves
#
EBIT on total interest expense

olamgroup.com 25
Our financial and performance highlights continued

Sales volume Earnings Before Interest, Tax,


Depreciation and Amortisation
(‘000 Metric Tonnes)
(S$ million)
2013 15,542.1 2013 1,199.9
2014 14,021.9 2014 1,129.0
Restated Restated
2015 12,506.7 2015 1,085.2
Restated Restated
2016 14,415.8 2016 1,202.8

2017 22,534.6 2017 1,327.9

1,657.7 1,527.2 1,549.2 1,569.7 1,691.5 346.7 360.5 393.5 331.8 438.4
1,592.8 1,437.1 1,689.5 1,687.5 2,063.6 268.5 275.6 284.0 407.2 327.7
10,450.7 9,356.4 7,904.9 9,496.1 16,909.3 378.2 295.2 212.1 330.2 359.7
1,840.9 1,701.2 1,363.1 1,662.5 1,870.2 218.6 215.6 185.1 135.2 197.3
(12.1) (17.9) 10.6 (1.6) 4.8
2013 2014 2015 2016 2017
Restated Restated 2013 2014 2015 2016 2017
Restated Restated

Sales Revenue Invested Capital


(S$ million) (S$ million)
2013 20,040.0 2013 11,412.2
2014 19,771.9 2014 11,560.7
Restated Restated
2015 19,052.6 2015 14,374.7
Restated Restated
2016 20,587.0 2016 16,649.0

2017 26,272.5 2017 15,832.4

3,465.0 3,692.3 4,227.2 3,981.1 4,492.0 3,610.0 3,363.6 3,463.0 3,642.7 3,603.9
4,968.0 5,721.8 6,859.6 7,711.0 8,136.8 2,346.6 3,246.9 5,680.9 6,109.5 5,347.0
7,406.1 7,187.3 5,391.2 6,110.8 9,767.1 3,612.8 3,075.1 3,230.6 4,522.1 4,678.3
4,199.5 3,170.6 2,574.6 2,784.1 3,876.6 1,839.4 1,872.0 1,917.5 2,220.9 2,104.9
1.4 (0.1) 0 0 0 3.4 3.2 82.6 153.8 98.3

2013 2014 2015 2016 2017 2013 2014 2015 2016 2017
Restated Restated Restated Restated

 Edible Nuts, Spices and  Confectionery and  Food Staples and  Industrial Raw  Commodity Financial
Vegetable Ingredients Beverage Ingredients Packaged Foods Materials, Services
Ag Logistics and
Infrastructure

Profit After Tax and Minority Interest Operational Profit After Tax and Minority Interest
(S$ million) (S$ million)

2013 345.8 2013 343.9


2014 597.2 2014 294.3
Restated Restated
2015 (114.9) 2015 295.6
Restated Restated
2016 351.3 2016 363.8

2017 580.7 2017 431.5

Operational Profit After Tax and Minority Interest is Profit After Tax and
Minority Interest excluding exceptional items

26 Olam International Limited Annual Report 2017


Earnings Per Share Return On Equity
(cents) (%)

25 24.0 25

20 18.6 20
13.7 15.2
15 11.0 11.5 13.3 15
13.6 9.3
11.5 6.5 9.0
10 10 6.4
6.5
7.2
5 5 6.1

0 0

-5 -5 (3.0)
(5.2)
-10 2013 2014 2015 2016 2017 -10 2013 2014 2015 2016 2017
Restated Restated Restated Restated

Earnings Per Share (cents) Return on Beginning-of-period equity


Operational Earnings Per Share (cents) Return on Beginning-of-period equity
excluding exceptional items

Net Asset Value Per Share Shareholders’ Equity


(cents) (S$ million)
2013 153.9 2013 3,759.7
2014 167.3 2014 4,171.5
Restated Restated
2015 179.7 2015 5,079.1
Restated Restated
2016 190.8 2016 5,398.3

2017 200.1 2017 6,443.6

Number of Customers Top 25 Customers’ Share of Total Sales Revenue


(%)
2013 13,600 2013 21.0
2014 13,800 2014 23.0
Restated Restated
2015 16,200 2015 17.0
Restated Restated
2016 22,900 2016 13.0

2017 22,000 2017 15.1

Figures for 2013-2014 are computed based on 30 June year-end basis Figures for 2013-2014 are computed based on 30 June year-end basis

olamgroup.com 27
Onion harvest in Imperial Valley, California.
Our Purpose

Re-imagining

global
agriculture
Prosperous farmers
and farming systems
Re-thinking how people and companies
Thriving
are financially rewarded to make the communities
agricultural sector attractive and viable
Revitalising communities who
Page 30 depend on agricultural systems
so that people live well
Our purpose in action:
Innovating supply chains to Page 32
benefit farmers and Olam Our purpose in action:
Helping communities to thrive
by reviving cotton growing
in Côte d’Ivoire

Re-generation
of the living world
Re-generating ecosystems, soils and
water to create landscapes where
industrial agriculture, smallholders and
other rural commerce co-exist with nature

Page 34
Our purpose in action:
Creating hedgerows
for bees in California

olamgroup.com 29
Kurniadi, is a 38-year old farmer:
“ In early 2000, I began to cultivate cocoa on my farm. However, during the past few years I realised that
my cocoa farm was not productive because of pests and disease.
“ While thinking about changing from cocoa to another crop, I heard from a friend who said there is a
company that wanted to buy cocoa beans directly from farmers. And if the news was true indeed that
farmers can get a better price, then this sounded too good to be true.
“ I attended one of the socialisation events. Olam Indonesia was announcing direct purchasing from the
farmers under a programme called Olam Direct. From the socialisation I started to learn about cocoa
bean quality. The Olam Direct programme not only enables the purchase of beans manually but also
through an online bean-selling android application. Cool! Unfortunately, I still had my old phone, but as
I had registered with the Olam Direct programme, I got information about the cocoa bean price every
day by SMS.
“ I was very satisfied with the price I got for my beans in the first transaction. Recently I purchased a
new phone, and I was embarrassed because I could not operate a smartphone. However, after training
from the Olam Direct field staff, I conducted my first successful online transaction.
“ With Olam Direct, I am excited to take more care of my cocoa trees, and I will think a thousand times
before I decide to shift to a different crop.”
Our Purpose in action: Prosperous farmers and farming systems

INNOVATING SUPPLY
CHAINS TO BENEFIT
FARMERS AND OLAM​
One of the many challenges for crops like coffee and cocoa is the sheer
number of small-scale farmers living in very remote regions with
limited infrastructure.
Collecting directly from each farmer, and proper handling Practices are also issued. Farmers can now make more
of the crop, are labour and time intensive. This is why informed decisions for the harvesting and sale of their
intermediaries have established themselves, buying from cocoa, thereby improving their livelihoods. A field force
farmers in a certain area and then selling to the next and toll-free helpline help farmers feel at ease
intermediary so the crop gradually moves from farm to downloading and transacting on the app.
port. Reducing the number of transactions can provide Olam is also building partnerships with telecom service
better value to the farmer, as well as increasing the providers to improve digital penetration in upcountry areas
efficiency of the supply chain. It also means that Olam is and with banks to open accounts for the farmers, bringing
paying a higher price. financial inclusion, as well as reducing the cost and risks
Designed by the Digital Olam team, Olam Direct is an for high-volume transactions. Furthermore, the app
industry-leading tech platform that will help connect immediately connects the Olam Cocoa logistics teams
millions of farmers directly with Olam to ensure a fair and who can co-ordinate collection and warehousing more
transparent sourcing process and improve traceability. efficiently. We now intend to take our innovations and
The app was launched to cocoa farmers in August in apply them to other farmers both in Indonesia and
Wiyono village, Lampung Province, Indonesia, where they elsewhere; continuing to increase the value of farming,
learned how to check the cocoa price online, indicate improving livelihoods and further re-imagination of the
intent and transact with Olam. Tips on Good Agricultural supply chain.

5,000
farmers registered by end of 2017

olamgroup.com 31
“ Africa accounts for about 5% of global cotton production
and, in our view, holds the highest agronomic potential for
growth in the cotton sector through deeper farmer
engagement, deploying better agronomic practices and the
use of higher quality agri-inputs, thereby improving yields
and bringing down production costs. Close cooperation
among industry participants, pro-active and enabling
policies, synergistic efforts across the supply chain and an
engaged and committed government have shown the power
of multiple stakeholders pulling in one direction to deliver
sustainable benefits for all.”

Ashok Hegde
Managing Director and Olam Cotton CEO
Our Purpose in action: Thriving communities

HELPING COMMUNITIES
THRIVE BY REVIVING
COTTON GROWING IN
CÔTE D’IVOIRE
Olam subsidiary SECO1 acquired its first ginnery in 2008, when the country
was recovering from civil war lasting from 2002 to 2007. Before the unrest,
Côte d’Ivoire was among West Africa’s main cotton producers but during the
crisis production slumped dramatically.
Against this backdrop, SECO’s ginning model and support awareness of food crop production and nutrition. Another
of partners Compaci and GIZ, galvanised cotton farmers programme focuses on business skills, especially for
and addressed agricultural, financial and social issues to young people. By taking a long-term approach that
revive cotton production, secure smallholders’ livelihoods, addresses commercial, social and environmental
and increase food security. needs, SECO has helped impoverished communities
From first engaging 3,000 farmers in 2008, SECO is today to re-imagine an agricultural future for themselves.
working with 16,600 farmers to plant 64,500 ha of cotton. Learnings contributed to the Olam Livelihood Charter,
Yields have increased from 625kg to over 1,000kg/ha. and, in January 2017, SECO was featured in a film from
As a result, SECO has commissioned a new gin in Ferke. the Business Sustainable Development Commission
Socially, the programme has improved literacy and and Economist Films. Previously it had featured in a
numeracy, provided dedicated training for women, book by Conor Woodman2 as a positive example of
supporting them to achieve financial access and improve inclusive business.

16,600 farmers to plant 64,500 ha of cotton

1. Société d’Exploitation Cotonnière Olam


2. Unfair Trade published 2012

olamgroup.com 33
“ This farm really serves as a great model for what can
be done. Olam has been able to adopt all of these great
practices that really improve the biodiversity of the farm
and make it better for pollinators.”

Jessa Kay Cruz


Senior Pollinator Conservation Specialist, Xerces Society
Our Purpose in action: Re-generation of the living world

CREATING HEDGEROWS
FOR BEES IN CALIFORNIA
Olam is the second largest grower of almonds globally and the only
supplier with orchards in both hemispheres (Australia and California),
meaning we can provide a year-round fresh supply to customers.
In California, the team works with various experts, in areas Larry Hanson, Olam Director of Agricultural Research &
spanning water management, soil health and biodiversity. Development, has also been working with Project Apis m
Bees are critical, and in January they are transported to which provides mustard seed mixes for floral diversity. These
California to pollinate the almond orchards of more than are sown on Olam’s land on the research farm outside
6,800 farmers. Hanford to promote healthy bee colonies. Just like
In 2017, we required around 680 million bees for our humans, bees are better able to deal with stressors if
extensive orchards, costing US$3 million, so it’s important properly nourished, better able to fend off pests and
that we provide the best incentive for the bees to stay, parasites and cope with pesticides and transportation stress.
rather than fly elsewhere! It’s also important that they Healthier bees mean stronger hives and better pollination.
are productive, which means they need to be healthy. Other measures to protect bees and other pollinators include
In 2014, with General Mills and Xerces Society for avoiding the use of any insecticides during the pollination
Invertebrate Conservation, the almonds team created period and applying tree fungicide only at night when bees are
almost 10 kilometres of flowering hedgerows so that bees not active1. More widely, Olam promotes Integrated Pest
and other pollinators can get the varied diet they need, Management (IPM) techniques – these include 'threshold'
as well as attracting bees naturally. spraying, which adapts pesticide use according to bug levels
in individual fields, and using natural methods to deter pests,
In an interview in 2017, Jessa Kay Cruz, senior pollinator such as planting maize as a border crop.
conservation specialist for the Xerces Society said of the
Olam orchard: “This farm really serves as a great model Better management practices, smarter use of technology,
for what can be done. Olam has been able to adopt all of and restoring natural capital in and around our orchards,
these great practices that really improve the biodiversity of plantations and farms, can help protect biodiversity
the farm and make it better for pollinators.” and enable the natural process to supply ecosystem
services. This is at the heart of our vision to re-imagine
global agriculture.

10 kilometres
of flowering
hedgerows

1. We have made a commitment to limit our use of WHO Class IA and IB chemicals to exceptional circumstances where no alternatives are available,
and have implemented a control plan for rarely used Class II chemicals including neonicotinoids

olamgroup.com 35
A. Shekhar,
Executive Director and Group COO
Group COO’s review

Improved +56.3%
operational Volume

performance +10.4%
EBITDA

Most of our business segments


delivered strong performance during +65.3%
the year, with Edible Nuts, Cotton, PATMI

Ag Logistics and Infrastructure being


stand-out performers. This, together
with our focus on divesting non-core
assets, lowering capital expenditures
and optimising our working capital
enabled us to deliver strong cash flows.

olamgroup.com 37
Group COO’s review continued

Olam reported a strong financial and operating


performance in 2017.

We posted a 65.3% increase in Without these exceptional items,


PATMI to S$580.7 million (2016:
S$351.3 million). This was driven by
Key highlights Operational PATMI grew by a healthy
18.6% to S$431.5 million (2016:
exceptional gains from divestments, S$363.8 million).
an improved operating performance

+18.6%
Sales volume was up by a robust
and lower taxes after adjusting for 56.3% as compared with 2016 as
higher depreciation and amortisation, we saw volume growth across all
and net finance charges. segments, within which the Grains
Operational PATMI
We booked a net exceptional gain of and Edible Oils platforms were the
S$149.2 million for 2017 and this most significant contributors during

S$1,020 M
came mainly from the S$121.2 million 2017. Revenue growth was more
gain from the partial divestment of modest at 27.6%, due to changes
50.0% interest in Far East Agri Pte. in product mix as well as lower
Ltd. (FEA), the sugar refinery commodity prices.
business in Indonesia, as well as Free Cash Flow
Our operating performance, in terms
S$34.2 million gain from the sale of of Earnings Before Interest, Tax,
farmland assets in the USA, which

1.46X
Depreciation and Amortisation
was partially offset by the S$6.2 (EBITDA), grew 10.4% or S$125.1
million cost provision made for the million higher year-on-year to
wage settlement agreement in the S$1.3 billion. Most of our business
USA for the Spices and Vegetable Gearing segments posted an increase in their
Ingredients platform. The prior year EBITDAs, with growth led by Edible
2016 had a net exceptional loss of Nuts, Spices and Vegetable
S$12.5 million, which was due to the
buyback of high coupon bonds.

Financial
performance
(S$ million)
2017 2016 % Change

Volume (’000 MT) 22,534.6 14,415.8 56.3


Revenue 26,272.5 20,587.0 27.6
Net gain/(loss) in fair value of biological assets (15.3) 14.1 N.M.
EBITDA 1,327.9 1,202.8 10.4
Depreciation and amortisation (380.7) (353.5) 7.7
Net finance costs (465.6) (403.5) 15.4
Taxation (79.2) (94.3) (16.0)
Exceptional items 149.2 (12.5) N.M.
PAT 551.6 339.1 62.7
PATMI 580.7 351.3 65.3
Operational PATMI 431.5 363.8 18.6

38 Olam International Limited Annual Report 2017


Ingredients, followed by Industrial Raw Materials, Ag More importantly, the growth in EBITDA was achieved on
Logistics and Infrastructure, Food Staples and Packaged a reduced invested capital base compared to 2016 and
Foods, and Commodity Financial Services (CFS). therefore we were able to lift the EBITDA on average
Edible Nuts, Spices and Vegetable Ingredients achieved invested capital return from 7.8% to 8.2% in 2017.
a 32.1% growth in EBITDA from S$331.8 million in 2016 to Invested capital came down by 4.9% from S$16.6 billion
S$438.4 million in 2017. Industrial Raw Materials, Ag in 2016 to S$15.8 billion in 2017 and this was mainly a
Logistics and Infrastructure reported a 45.9% increase in result of a 13.0% reduction in working capital deployed,
EBITDA from S$135.2 million to S$197.3 million while despite our higher volume (56.3%) and revenue growth
Food Staples and Packaged Foods was up 8.9% from (27.6%). While most of the reduction in working capital
S$330.2 million to S$359.7 million. CFS turned in a was aided by lower commodity prices, a significant
positive EBITDA of S$4.8 million against a loss of S$1.6 part of the reduction was on account of various
million in the previous year. The improvement in EBITDA working capital optimisation initiatives undertaken
helped offset lower contribution from the Confectionery across businesses.
and Beverage Ingredients segment which was down We continued our targeted fixed capital investments
19.5% from S$407.2 million to S$327.7 million. in prioritised platforms to complete our committed
(Segmental performance will be discussed in greater investments and extract full value from our upstream
detail on pages 46 to 66.) and midstream assets. Net capital expenditures (Capex)
outflow was lower on account of the capital release
from divestments.

Earnings Before Interest, Tax, Invested


Depreciation and Amortisation capital
(S$ million) (S$ million)
2013 1,200 2013 11,412
2014 1,129 2014 11,561
Restated Restated
2015 1,085 2015 14,375
Restated Restated
2016 1,203 2016 16,649
+10.4% -4.9%
2017 1,328 2017 15,832

EBITDA/IC (%) 10.8 9.8 8.4 7.8 8.2 Working capital 5,840 6,017 7,653 8,853 7,705
Fixed capital 5,572 5,544 6,722 7,796 8,128
2013 2014 2015 2016 2017
Restated Restated 2013 2014 2015 2016 2017
Restated Restated

olamgroup.com 39
Group COO’s review continued

Strategic Plan Progress We also made significant progress in turning around


underperforming businesses and ensuring gestating
We made very good progress in the execution of our
businesses reach full potential:
2016-2018 Strategic Plan. In fact, Olam met most of its
key priorities set for 2017, as set out in the Plan. We • Dairy farming in Uruguay continued to report improved
delivered improved Operational PATMI and EBITDA/IC financial and operating results year-on-year;
for 2017, as well as positive Free Cash Flow to Firm • The rice farming business in Nigeria has completed its
(FCFF) of S$1,484.4 million and Free Cash Flow to Equity restructuring and started to report better results from
(FCFE) of S$1,020.4 million by end-2017 – which is a the second half of 2017;
record achievement by our Group. We executed on the • Restructuring is underway to address cost structures
following initiatives to release cash and improve cash and product mix strategies at Olam Tomato Processors
flow generation: in the USA; and
• Associated company GSEZ sold 25.0% stake in its • Packaged Foods restarted production of juices and
subsidiary company GSEZ Mineral Port to Meridiam in beverages in Q3 2017 in its new factory. (Production
September 2017 and also sold concession rights to of juices and beverages had ceased in April 2016
operate the new Owendo International Port in Gabon to following a fire incident.) A refreshed strategy, which
Bolloré Group in October 2017. Post these transactions, addresses issues such as product differentiation,
GSEZ repaid its shareholder loan of €66.0 million branding, distribution and cost optimisation, was
(approximately S$104.0 million) to Olam in the second implemented during the year.
half of 2017. Even as we focused on improving our capital efficiencies
• We sold 5,100 acres (approximately 2,100 hectares) of and cash generation, we have not sacrificed our long
edible nuts farmland assets in California, USA, to term growth objectives across our 6 prioritised platforms.
Farmland Partners Inc. for a cash consideration of The growth initiatives in 2017 included the following:
US$110.0 million in December 2017. In addition to the
• Edible Nuts: Expansion of acreage in almond, walnut
cash release, a net gain of US$25.0 million (S$34.2
and pistachio in the USA and Australia;
million) was booked as exceptional income in 2017.
• Spices and Vegetable Ingredients: Upstream pepper
• We divested 50.0% stake in FEA, which owns sugar
farming in Vietnam and Brazil;
refining company PT Dharmapala Usaha Sukses, to
Mitr Phol for US$100.0 million as part of our strategic • Cocoa: New powder facility in the USA;
partnership agreement with the company to enter into • Coffee: Expansion of soluble coffee capacity in Vietnam
sugar milling in Indonesia. The transaction resulted in a and Spain and continued investments in coffee
one-time gain of US$88.5 million (S$121.2 million) plantations in Laos, Zambia, Tanzania and Brazil;
based on the written down carrying value of the assets • Grains: Expansion of wheat milling capacity in Ghana
for 2017. and Nigeria; construction of animal feed mills and
• We also set up 2 task forces to improve cost and hatchery in Nigeria; and
capital efficiency: While we have focused on making • Cotton: Continued investments in integrated cotton
investments in prioritised platforms, we have been ginning in Africa.
looking at working capital optimisation initiatives to
extract more cost and capital efficiencies across all
our operations.

Peanuts processing in USA. Our processing volumes Animal Feed, Nigeria: The country’s largest integrated
were higher in 2017 on full-year consolidation of animal feed mill, poultry breeding farm and hatchery
volumes from Brooks Peanut Company. was commissioned in September.

40 Olam International Limited Annual Report 2017


Summary of financial and operating results
Uses of funds
Balance sheet analysis
In 2017, our total assets amounted to S$18.2 billion, (S$ million)
which comprised S$8.6 billion of fixed assets, S$7.3
2016 19,304.7
billion of working capital and S$2.0 billion of cash. These
were funded by S$6.6 billion of equity, S$4.7 billion of 2017 18,208.9

short-term debt and S$6.9 billion of long-term debt. Our Fixed capital 8,169.5 8,633.2
equity position improved by S$777.3 million mainly due to Working capital 8,517.7 7,280.3
Cash 2,144.0 1,986.4
the exercise of warrants and higher retained earnings. Others 473.5 309.0

Compared with 2016, our overall balance sheet shrank 2016 2017
by S$1.1 billion as working capital fell with lower inventory
levels and lower commodity prices during 2017. Fixed
capital went up by S$463.7 million primarily due to the
Capex we made over the past year.
As mentioned, working capital came down significantly Source of funds
with reduced stock levels and lower commodity prices.
Overall cycle time came down from 150 days in 2016 (S$ million)
to 97 days in 2017. The change in product mix, lower
2016 19,304.7
commodity prices and working capital optimisation
initiatives taken to improve inventory management helped 2017 18,208.9

reduce overall inventory days. Reduced supplier Long term debt 7,687.5 6,927.7
advances and receivables days also contributed to Short term debt 5,983.0 4,660.2
Non-controlling interests 235.9 177.4
a shorter cash conversion cycle. Equity and reserves 5,797.1 6,574.4
Fair value reserve (398.8) (130.8)

2016 2017

“ Extracting cost and capital


efficiencies will be a continuous
focus, while we pursue Cash-to-cash cycle
profitable growth.” (Days)
2016 150

2017 97

Pepper plantation in Brazil. Along with our plantation Coffee plantation in Laos. We also have plantations in
in Vietnam, we can serve markets all year round. Brazil, Tanzania and Zambia to diversify our upstream
presence across regions.

olamgroup.com 41
Group COO’s review continued

Cash flow analysis


S$ million 2017 2016 Change

Operating Cash Flow (before Interest & Tax) 1,369.2 1,243.5 125.7
Changes in Working Capital 834.7 (227.7) 1,062.4
Net Operating Cash Flow 2,203.9 1,015.8 1,188.1
Tax paid (82.1) (48.4) (33.7)
Capex/Investments (637.4) (1,385.5) 748.1
Free Cash Flow to Firm (FCFF) 1,484.4 (418.1) 1,902.5
Net interest paid (464.0) (347.7) (116.3)
Free Cash Flow to Equity (FCFE) 1,020.4 (765.8) 1,786.2

From the positive trajectory achieved in 2016, we continued to show higher net operating cash flow in 2017, which rose
by a strong S$1,188.1 million to S$2,203.9 million versus S$1,015.8 million in 2016. This was on both counts of
increased operating cash flow and significant reduction in working capital. Gross Capex came down to S$970.6 million
in 2017. With the divestments of non-core assets, net Capex amounted to S$637.4 million, or S$748.1 million lower
than in 2016, which then led to positive FCFF and FCFE in 2017.
Year-on-year 2015 2014
S$ million 2017 2016 Change Restated Restated 2013

Operating Cash flow


(before Interest & Tax) 1,369.2 1,243.5 125.7 1,150.8 1,148.3 1,144.9
Changes in Working Capital 834.7 (227.7) 1,062.4 (995.9) (766.2) (98.2)
Net Operating Cash Flow 2,203.9 1,015.8 1,188.1 154.9 382.1 1,046.7
Net interest paid (464.0) (347.7) (116.3) (478.4) (411.5) (485.0)
Tax paid (82.1) (48.4) (33.7) (127.8) (65.6) (64.3)
Cash from divestments 333.2 32.0 301.2 249.8 468.4 95.6
Free Cash Flow before
Capex/Investments 1,991.0 651.7 1,339.3 (201.5) 373.4 593.1
Capex/Investments (970.6) (1,417.5) 446.9 (2,339.4) (455.7) (913.2)
Free Cash Flow to Equity (FCFE) 1,020.4 (765.8) 1,786.2 (2,540.9) (82.3) (320.1)

Comparing our 2017 cash flow results against the previous years, we see a strong trajectory of positive Free Cash
Flow before Capex and investments since 2016, which underscores our ability to finance continued growth.

Reducing debt, gearing


S$ million 2017 2016 Change

Gross debt 11,587.9 13,670.5 (2,082.6)


Less: Cash 1,986.4 2,144.0 (157.6)
Net debt 9,601.5 11,526.5 (1,925.0)
Less: Readily marketable inventory 4,539.6 5,909.2 (1,369.6)
Less: Secured receivables 1,714.8 1,381.4 333.4
Adjusted net debt 3,347.1 4,235.9 (888.8)
Equity (before FV adj reserves) 6,574.4 5,797.1 777.3
Net Debt / Equity (Basic) 1.46 1.99 (0.53)
Net Debt / Equity (Adjusted) 0.51 0.73 (0.22)

Compared to a year ago, we reduced net debt by S$1,925.0 million as a result of significantly lower working capital,
lower gross Capex, cash from divestments and the conversion of warrants into equity. As a result, net gearing in 2017
came down to 1.46 times as compared to 1.99 times at the end of 2016. Adjusting for readily marketable inventory
(RMI) and secured trade receivables, our net gearing would be 0.51 times as compared with 2016 at 0.73 times.

42 Olam International Limited Annual Report 2017


Liquidity
We remain comfortable in our liquidity position with total of S$16.8 billion in available liquidity as at end-2017, including
unutilised bank lines of S$8.5 billion, to meet our working capital and Capex needs.

(S$ million as at 31 December 2017)


8,501 16,742

11,588
1,715
4,540

1,986

Cash and short-term RMI* Secured Unutilised Available Total


fixed deposits receivables bank lines liquidity borrowings

Short-term debt 4,660


Long-term debt 6,928

* Readily Marketable Inventory

Refinancing and diversifying sources of funding


Net finance costs increased from S$403.5 million in 2016 to S$465.6 million in 2017. This was due to higher benchmark
interest rates, partially offset by higher interest income on deposits.
Nevertheless, we took every opportunity to lock-in favourable borrowing rates to refinance near-term liabilities while
ensuring we are on target of covering 25.0% to 35.0% of working capital needs through medium and long term
sources of funds.

Refinancing in 2017
Date Description Tenor Effective Coupon

2 March US$300.0 million senior notes 5-year due 2022 4.40%


31 March ¥5.7 billion (US$50.0 million) 5-year due 2022 3.78% (US$ post-swap)
18 May ¥6.0 billion (US$54.0 million) 5-year due 2022 3.67% (US$ post-swap)
16 June US$170.0 million private placement 5-year due 2022 3.73%
4 July S$300.0 million subordinated perpetual securities 5-year due 2022 5.50%
6 July First Europe RCF –
US$400.0 million 1-year due 2018
US$300.0 million 2-year due 2019
US$300.0 million 3-year due 2020
17 July ¥25.0 billion (US$222.0 million) term loan 3-year due 2020 –
28 July US$160.0 million RCF 1-year due 2018 –
US$120.0 million RCF 2-year due 2019
US$120.0 million RCF 3-year due 2020
31 July S$50.0 million (tap on S$300.0 million perpetuals) 5-year due 2022 5.43%
22 August US$50.0 million private placement 5-year due 2022 3.65%
4 September Redeemed S$235.8 million perpetual – –
capital securities
20 September ¥8.0 billion (US$72.0 million) senior notes 5-year due 2022 3.64% (US$ post-swap)
13 October US$583.3 million RCF 1-year due 2018 –
US$583.3 million RCF 2-year due 2019
US$583.3 million RCF 3-year due 2020

olamgroup.com 43
Group COO’s review continued

Borrowing mix “ We further diversified our funding


(%) sources while bringing down our
net debt. As a result of the recent
warrant conversion, we boosted
2016

2017

Bilateral banking lines


Bank syndication
21.6
44.2
30.9
26.4
our equity position, giving us
Debt capital markets 34.2 42.7
additional headroom for growth.”
2016 2017

Segmental review and analysis


Segment Sales Volume ('000 MT) Revenue EBITDA Invested Capital (IC) EBITDA/IC (%)
S$ million 2017 2016 2017 2016 2017 2016 2017 2016 2017 2016
Edible Nuts, Spices
and Vegetable
Ingredients 1,691.5 1,569.7 4,492.0 3,981.1 438.4 331.8 3,603.9 3,642.7 12.1 9.3
Confectionery
and Beverage
Ingredients 2,063.6 1,687.5 8,136.8 7,711.0 327.7 407.2 5,347.0 6,109.5 5.7 6.9
Food Staples and
Packaged Foods 16,909.3 9,496.1 9,767.1 6,110.8 359.7 330.2 4,678.3 4,522.1 7.8 8.5
Food Category 20,664.4 12,753.3 22,395.9 17,802.9 1,125.8 1,069.2 13,629.2 14,274.3 8.1 8.0
Industrial Raw
Materials,
Ag Logistics and
Infrastructure 1,870.2 1,662.5 3,876.6 2,784.1 197.3 135.2 2,104.9 2,220.9 9.1 6.5
Commodity Financial
Services (CFS) N.A. N.A. – – 4.8 (1.6) 98.3 153.8 3.8 (1.4)
Non-Food Category 1,870.2 1,662.5 3,876.6 2,784.1 202.1 133.6 2,203.2 2,374.7 8.8 6.1
Total 22,534.6 14,415.8 26,272.5 20,587.0 1,327.9 1,202.8 15,832.4 16,649.0 8.2 7.8
Note: IC excludes:
(a) Gabon Fertiliser Project (31-Dec-17: S$248.0 million, 31-Dec-16: S$224.8 million); and
(b) Long Term Investment (31-Dec-17: S$257.5 million, 31-Dec-16: S$148.4 million)

Olam employees inspecting cotton crop with key growers Rusmolco’s seed plant gets certified seed breeding farm
in Queensland, Australia. We partner with growers to status from Russian agricultural centre for dairy feed crops.
ensure throughput volumes for our gins and with land With a capacity of over 20,000 MT seeds per year, the
owners to lease and operate cotton farms. plant is also certified to sell seeds to other businesses.

44 Olam International Limited Annual Report 2017


Cashew farmer in Nigeria.
Group COO’s review continued

Edible Nuts, Spices


and Vegetable Ingredients
The Edible Nuts, Spices and Vegetable Ingredients segment achieved
a year-on-year volume growth of 7.8% in 2017.

The increase came mainly from higher volumes in Edible Invested capital in the segment declined slightly by
Nuts, particularly cashew, almonds and sesame, as well S$38.8 million as compared with 2016. This was a
as spices. The tomato processing industry in the USA combination of a decrease in fixed capital on account
continued to suffer from the global supply glut and weak of the sale of edible nuts farmland assets in the USA
demand necessitating restructuring measures to address and an increase in working capital due to higher prices,
cost and product mix issues. especially in cashew and almonds.
Revenues grew 12.8% mainly on higher volumes, as EBITDA on average invested capital (EBITDA/IC) for the
well as higher almond and cashew prices compared segment therefore improved from 9.3% in 2016 to 12.1%
with 2016. in 2017.
EBITDA grew by 32.1% as Edible Nuts performed
strongly in 2017 as compared with 2016 when its
contribution was impacted by depressed almond prices.

Earnings Before Interest, Tax, Invested capital


Depreciation and Amortisation (S$ million)
(S$ million)
2013 347 2013 3,610
2014 361 2014 3,364
Restated Restated
2015 394 2015 3,463
Restated Restated
2016 332 2016 3,643
+32.1% -1.1%
2017 438 2017 3,604

EBITDA/IC (%) 10.4 10.3 11.5 9.3 12.1 Working capital 1,850 1,587 1,415 1,421 1,608
Fixed capital 1,760 1,777 2,048 2,222 1,996
2013 2014 2015 2016 2017
Restated Restated 2013 2014 2015 2016 2017
Restated Restated

46 Olam International Limited Annual Report 2017


2017
Products Volume
• Almonds


Cashews
Hazelnuts
1,691.5
• Peanuts (‘000 Metric Tonnes)
• Pistachios
• Sesame Revenue
• Walnuts
• Capsicums 4,492.0
• Chillies
• Cumin
(S$ million)
• Curry powder
• Other spices EBITDA
• Paprika
• Pepper 438.4
• Turmeric
• Garlic
(S$ million)
• Onions
• Tomatoes Invested Capital
• Beans
(including pulses,
lentils and peas)
3,603.9
(S$ million)

Above: Checking the quality of walnuts in the USA.


Right: Pepper sampling in a lab in Vietnam.

olamgroup.com 47
Group COO’s review continued

Edible Nuts, Spices and Vegetable Ingredients –


Capitals snapshot
Manufactured: Investing in sesame processing “ During the cocoa sector decline, the N’Zi
technology for enhanced food safety region was badly affected, but Olam has
• Olam Edible Nuts acquired Ahenk, a leading Turkish
producer of tahini paste made from sesame used in helped by promoting cashew nuts here. By
Asian, Middle Eastern and European cuisines. Further doing so, it breathed new life into Dimbokro,
investment in highly advanced technology to upgrade
the plant delivers desired ‘ultra-white’ sesame reducing
and assisted the Government in providing
the use of processing agents. jobs, thus enabling people to work and
Natural: Managing extreme weather events and financially take care of themselves. Such
restoring Natural Capital in California positive impact lifted the population out
• California continued to experience extreme weather of poverty and gave hope to the whole
events. Floods, wildfires, depletion of underground
aquifers and record temperatures impacted
region. Olam has greatly fostered the
water availability and quality in Olam Spices economic and social development of
& Vegetable Ingredients (SVI) agri operations.
Dimbokro.”
• In 2017, SVI increased its commitment to the California
Water Action Collaborative (CWAC), co-chairing
CWAC's Metrics Committee. Working with The Pacific
Institute, SVI is helping to develop a framework to
measure the impacts of projects such as meadow
and wetland restoration, groundwater recharge and
infrastructure improvements.
• In 2018, SVI will look to further support Sierra Nevada
headwaters and meadow restoration projects
through CWAC and, in partnership with the US Forest
Foundation and others, to increase awareness of the
importance of California's water resources.
Social: Processing export crops in origin shows
farmers a ready market and creates wider jobs
• In the town of Dimbokro in Côte d'Ivoire, Olam's
investment in cashew processing over the past
13 years has created 900 full-time and seasonal jobs,
many held by women. Dimbokro Prefect, M. N'Guessa
Obouo Jacques, sums up the impact:

Cashew processing requires delicate peeling.​Many such


jobs are still held by women in Dimbokro, Côte d’lvoire.

Olam Livelihood Charter – addressing continuing smallholder issues


of low yields, skills, and access to finance, health and education
Training in Model farms/
% Women Good Agricultural demo plots /
Change farmers in Practices farmer field
Crop Farmers from 2016 2017 (farmers) schools Traceability​

Cashew 63,460​ (2%)​ 29%​ 19,800​ 20​ 78%​


Hazelnut 4,830​ 97%​ 4%​ 2,870 2​ 100%​
Chilli 740​ 9%​ 0​ 740​ 10​ 100%​

48 Olam International Limited Annual Report 2017


Manufactured: Upgrading and expanding peanut • The FLA noted in its 2016 assessment report that the
capacity for improved food and employee safety political turmoil and clashes in Kurdish-populated South
Eastern Turkey may have caused an increase in child
• Olam Peanuts in the USA has undertaken phased labour – some workers stated they had no choice but to
investments to upgrade the standards of acquired work in the hazelnut harvest with their children to earn
shelling plants (McCleskey Mills and Brooks Peanut money. The FLA noted that in spite of company
Company), strengthening Environmental, Health and attempts (Olam Progida plus 2 other companies in the
Safety, and Sustainability factors. This included monitoring programme) to reduce child labour, a total
infrastructure upgrades at both the Smithville and of 99 child workers were detected within the seasonal
Rochelle facilities in Georgia, and at the Olam-owned workforce as well as within the local and family
buying points. Improvements were also made in farmer workforce. Olam Progida has since doubled its
stock handling, drying, and hauling, contributing sustainability team and developed further social
significantly to increased processing of peanuts. projects with NGOs, local authorities and the
• During the major expansion of warehouse and International Labor Organization (ILO). Under the
cleaning/drying capacity for peanuts in Argentina, Olam Livelihood Charter the sustainability team
managers gave more than 40 'Tool Box Talks' over trained 2,870 farmers specifically on labour issues.
50 training hours. During 90,000 man hours the team • Additional outreach includes: Awareness raising
had neither Accidents nor Near-Misses, but did spot training for local authorities as well as labour
and address 12 Unsafe Acts. contractors and teachers. Training is also given to the
migrant workers on issues such as gender equality,
Social: Olam SVI supports development of industry child labour and financial literacy.
standards for spices • See www.fairlabor.org for the 2016 assessment
• SVI participated as a member of the Sustainable Spices (2017 to be published later in 2018).
Initiative Steering Committee which is developing
standards and monitoring protocols for the world’s
spices and herbs supply chain. Member companies, Burcu Kugu Bolak, Project Director at FLA's
including SVI, commit to source spices in accordance Turkey Office, comments:
with the standards by 2020. “Together with the Fair Labor Association (FLA),
Intellectual and Human: Olam SVI supports Olam pursues a multi-stakeholder approach to
resolving systemic violations in the social domain
research and students of the hazelnut supply chain. This has boosted the
• SVI supports the Jordan School of Agriculture Sensory
sustainability of Olam’s operations since 2014 while
Lab at Fresno State University, USA, through a 10-year
contributing to improving human rights throughout
research grant, among other initiatives.
their supply chains.”
• In 2017, SVI participated in The Wonderful Company’s
education programme in California which provides
a 4-year curriculum to students in Ag Business,
Ag Mechanics, and Agri Science Tracks, enabling
them to receive an Associate’s Degree when they
graduate high school. As part of this programme,
SVI provided training to more than 75 students in a
career workshop in December 2017 and will provide
students job shadowing and internship opportunities.
Social: Continued focus on labour issues, yield and
traceability in hazelnuts
• 400,000 farmers in Turkey grow 70% of the world’s
hazelnuts. At harvest, farmers rely on a migrant
workforce estimated as high as 1.5 million people.
This brings challenges, including child labour and In 2017 Olam Progida in Turkey launched a project
wage issues. Olam Progida works with customers, with the Foundation for the Support of Women’s
competitors and the Fair Labor Association (FLA) to Work (KEDV) called “Empowering Women and
improve working conditions, as well as help farmers Children at Hazelnut Harvest.” Along with other
improve yields, which in turn can boost labour wages. Olam Progida sustainability programmes, this will
help to reduce child and forced labour in the
hazelnut harvest.

1. The results of Independent Assessments for August 2017 are not


yet published

olamgroup.com 49
Group COO’s review continued

Confectionery and
Beverage Ingredients
The Confectionery and Beverage Ingredients segment posted a healthy
volume growth of 22.3% with contributions from Cocoa and Coffee.

However, revenue growth was modest at 5.5% as the Invested capital in this segment fell by a substantial
volume growth was mostly offset by lower prices for both S$762.5 million as compared with 2016. This was
coffee and cocoa. mainly on account of lower working capital following
EBITDA declined 19.5% in 2017 due to a significantly targeted optimisation initiatives as well as lower
lower contribution from Coffee. While it had a good first cocoa and coffee prices from a year ago.
half, tougher market conditions and short crop across EBITDA/IC for the segment declined marginally from
major origins in the latter half of the year adversely 6.9% in 2016 to 5.7% in 2017.
impacted its overall EBITDA in 2017. In cocoa, the
processing business performed well throughout the year,
while the supply chain and products trading businesses,
which faced margin compression in the first nine months
of the year, saw margins stabilise in Q4 2017.

Earnings Before Interest, Tax, Invested capital


Depreciation and Amortisation (S$ million)
(S$ million)
2013 269 2013 2,347
2014 276 2014 3,247
Restated Restated
2015 284 2015 5,681
Restated Restated
2016 407 2016 6,110
-19.5% -12.5%
2017 328 2017 5,347

EBITDA/IC (%) 12.6 9.9 6.4 6.9 5.7 Working capital 1,855 2,745 4,330 4,569 3,819
Fixed capital 491 501 1,351 1,541 1,528
2013 2014 2015 2016 2017
Restated Restated 2013 2014 2015 2016 2017
Restated Restated

50 Olam International Limited Annual Report 2017


Products 2017
• Cocoa
Volume
• Coffee
2,063.6
(‘000 Metric Tonnes)

Revenue

8,136.8
(S$ million)

EBITDA

327.7
(S$ million)

Invested Capital

5,347.0
(S$ million)

Top: Coffee picking in Tanzania.


Above: Cocoa processing plant in Singapore.
Right: Coffee cupping in Vietnam.

olamgroup.com 51
Group COO’s review continued

Confectionery and Beverage Ingredients –


Capitals snapshot
Manufactured and Intellectual: Cocoa Innovation of deforestation in the Peruvian Amazon.” However,
Centre for customers in USA “no direct link between Olam Peru and deforestation
in the Peruvian coffee sector could be identified”.
• An Innovation Centre in Willowbrook, Illinois was
• The report highlighted the preventive steps taken by
opened by Olam Cocoa to complement centres in
Olam Peru which include:
Brazil, the Netherlands, Singapore, Spain and the UK.
It assists customers in the refinement and reformulation • Direct procurement sustainability programmes (over
of recipes and product development across beverages, 1,300 farmers) with reforestation and training in Good
cereals, confectionery, dairy, bakery, and ice cream. Agricultural Practices to improve yields, which in turn
A new cocoa product brand for the North American help to prevent farmers encroaching into fertile forest
and Asia Pacific markets, Huysman, was also • Assembled a core set of intermediary suppliers who
launched. commit to upholding the Olam Supplier Code
• Promotion of third-party verification and certification
Intellectual and Human: Koog aan de Zaan in the schemes in indirect procurement (70% is certified).
Netherlands becomes European Cocoa hub Olam agronomists and field staff train smallholders
• Under the centralisation strategy to make the deZaan in Good Agricultural Practices to get the certificates.
factory complex the European hub of the cocoa • We also explained how a company needs to be in
business, staff in other locations were offered role the supply chain in order to change it; focusing on
continuation and relocation support. The consolidation remediation and education if smallholders are found to
underpins the goal of improved cross-functional be carrying out poor practices rather than necessarily
communication and development opportunities by removing them immediately from the supply chain.
increasing access to the manufacturing facilities for the Read more about our approach in the Natural Capital
business’s premium deZaan cocoa brand, onsite R&D section and in the Olam Living Landscapes Policy at
teams and learning centre. olamgroup.com

Manufactured and Natural: Coffee processing facility Natural and Social: Rainforest Alliance-Olam Cocoa
inaugurated in Peru; reducing deforestation risk partnership in Ghana
• Objective of the 4-year project is to conserve the cocoa
• Called 'El Exito' ('Success'), the new facility in the
forest landscape in the corridor around the Sui River,
industrial township of Lurin, south of Lima, will broaden
Suhuma, Tano Ehuro and Tano Suhien and Santomang
reach and market share, processing green coffee
Forest Reserves, sustaining the agricultural livelihoods
procured from buying points around the country.
of the communities. Reflecting the landscape approach
• In Peru the supply chain is very fragmented, with
taken in the joint Juabeso-Bia project which produced
223,000 farming families producing coffee over about
the world’s first verified Climate Friendly Cocoa, the
380,000 ha. This makes it difficult for exporters to buy
partnership will work with the Ghana Cocoa Board and
significant volumes directly, and relying on many
the Forestry Commission to demonstrate how
intermediaries. Farmers struggle with yields due
partnerships with civil society, government, local
to lack of training, access to quality seedlings or
communities and the private sector can deliver
degraded soil.
transformational change and achieve self-governing
• In August, a Chain Reaction Research report from the and multi-actor collaboration at the landscape level.
consortium of NGOs Aidenvironment, Climate Advisers
• Committed to halting deforestation in cocoa supply
and Profundo, stated that Olam faces reputational risk
chains globally, with a goal of 100% sustainable
because “Coffee has been identified as a major driver
volumes in its direct supply chain by 2020, Olam

Olam Livelihood Charter – addressing continuing smallholder issues of low yields, skills, and access
to finance, health and education
No. of farmers
benefiting from Total
Total % increase climate mitigation Total women hectares GPS
Crop Certified farmers from 2016 activities farmers mapped farms

Cocoa 95% 184,880​ 42%​ 63,400​ 13%​ 203,000​


Coffee 75% 35,720​ 24%​ 11,340 21%​ 14,750​

52 Olam International Limited Annual Report 2017


Cocoa is also a founding member of the Cocoa & Top challenges facing the field officers:
Forests Initiative announced in March, the first • No existing or weak and ineffective organisation at
collective industry commitment specifically to end farmer level, hence needing to help organise farmer
deforestation and forest degradation. At the UN Climate groups (facilitates training, coffee collection etc).
Talks (COP23) in November, Olam Cocoa CEO Gerard
• Slow take-up of improved practices by farmers
A. Manley welcomed plans put forward by the
(e.g. through low capacity, risk aversity).
Governments of Côte d’Ivoire and Ghana, upon whom
the management and proactive protection of forests • Difficult to access villages in rainy season.
must depend. Examples of training:
• With other industry players, Olam Cocoa responded to
• Pest and disease management using appropriate mix
allegations made in an NGO cocoa sector report1 and
of cultivated, biological and chemical methods.
Guardian article that cocoa grown in national parks in
Côte d’Ivoire had entered various company supply • Soil management, especially: composting of coffee
chains. We acknowledged that one instance was pulp and other material available on farm and in the
identified but that extensive sustainability efforts were household; combined compost production and pig
in place to dissuade smallholders from deforestation. raising; chemical fertiliser calculation and application.
These include:
• 113,000 Ivoirian and Ghanian cocoa farmers in Olam Continuous efforts in tackling child labour
Livelihood Charter programmes to improve yield from
current land.
recognised by Fair Labor Association in 2016
• Almost 42,000 farms in the 2 countries mapped on cocoa audit, published November 2017
the Olam Farmer Information System for 2017 alone. “Every year since 2013, the Fair Labor Association
• Over 16,200 individual farm management plans (FLA) has conducted Independent External
generated by end of December for tailored support. Monitoring (IEM) of a sample of Olam’s cocoa
• Almost 581,000 leguminous shade tree seedlings supply chain in Côte d’Ivoire. According to
distributed in global programmes where required. information provided by Olam, the company had
successfully traced 90 percent of its cocoa supply
Social: Unlocking value for Laos coffee farmers chain in Côte d’Ivoire by the end of 2016,
• An Olam Livelihood Charter programme with Jacobs representing about 82,500 producers grouped into
Douwe Egberts and IDH-The Sustainable Trade 185 cooperatives. In 2016, the FLA focused its IEM
Initiative supports more than 1,700 coffee farmers visits on three cooperatives that had never been
near the certified Olam plantation. assessed before and that were located in various
cocoa-producing areas…”
Top challenges facing the farmers:
“For these 2016 assessments, the FLA’s key
• Lack of agronomic/economic capacity to improve findings compared to 2015 show progress on five of
coffee production given degrading acidic soils the nine code areas monitored by the FLA,
and increasing pressure from pest and disease. specifically harassment or abuse, forced labour,
• Land tenure system does not support intensification child labour, freedom of association, and hours of
of production. work. However, there is also continued need for
• Lack of access to finance for farmers, lack of sustainable improvement on code areas such as
financial literacy, high default risk on loans. employment relationship; non-discrimination; health,
safety, and environment; and compensation.”
“Comparing the 2015 and 2016 worker
demographic profiles shows a decrease in the
employment of child family workers in the assessed
cocoa producing farms. In 2015, monitors
encountered six family child workers representing
about two percent of the total workforce. In 2016,
assessors met no child workers at all in the visited
area at the time of the visits. Assessors visited
different communities in 2016 than they visited in
2015, but stated that the decrease nonetheless
indicates progress in reducing child labor.”
Source: FLA - Independent external monitoring of
Mr. Chern Meunluang, head of the KM 15 village farmer Olam’s cocoa supply chain in Côte d’Ivoire: 2016
group in the Paksong District, Laos, highlighting guidance
www.fairlabor.org
for the coffee growers.
1. Mighty Earth – Dark Secrets

olamgroup.com 53
Group COO’s review continued

Food Staples and


Packaged Foods
The Food Staples and Packaged Foods segment delivered
volume growth of 78.1% in 2017.

This growth was led by a significant increase in trading Notwithstanding the stabilisation of the Naira, the
volumes for Grains and also supported by an increase in Packaged Foods business did not see a commensurate
Edible Oils, Rice and Dairy trading volumes. Driven by pick-up in margins.
the higher volumes, revenues increased by 59.8% during Compared with 2016, overall invested capital went up
the period. by S$156.2 million owing to the growth in fixed capital.
EBITDA grew 8.9% in 2017 as compared with 2016. Fixed capital increased due to the construction of animal
The Grains and Animal Feed platform benefited from feed mills and hatchery in Nigeria, expansion of wheat
the increase in wheat milling volumes and margins in milling capacity in Ghana and Nigeria, and continued
West Africa, and the commencement of the animal feed investments in palm plantations and milling in Gabon.
business in Nigeria. This was partially offset by the lower Working capital was reduced due to the optimisation
contribution from the trading business which faced strong initiatives undertaken and lower commodity prices.
headwinds especially in the last quarter of 2017. The Rice Given the increase in invested capital, EBITDA/IC for the
origination, distribution and trading business continued to segment came down from 8.5% in 2016 to 7.8% in 2017.
perform well and farming operations in Nigeria turned
positive. Dairy supply chain continued to perform well
while upstream farming operating results in Russia and
Uruguay recorded a strong improvement. In Edible Oils,
while the refining business did better this year, overall
EBITDA came down due to lower trading margins.
The contribution from Sugar trading was also lower.

Earnings Before Interest, Tax, Invested capital


Depreciation and Amortisation (S$ million)
(S$ million)
2013 378 2013 3,613
2014 295 2014 3,075
Restated Restated
2015 212 2015 3,231
Restated Restated
2016 330 2016 4,522
+8.9% +3.5%
2017 360 2017 4,678

EBITDA/IC (%) 10.4 8.8 6.7 8.5 7.8 Working capital 1,088 709 915 1,498 1,131
Fixed capital 2,525 2,366 2,316 3,024 3,547
2013 2014 2015 2016 2017
Restated Restated 2013 2014 2015 2016 2017
Restated Restated

54 Olam International Limited Annual Report 2017


Products 2017
• Dairy
Volume
• Edible Oils
• Grains and
Animal Feed
16,909.3
• Packaged (‘000 Metric Tonnes)
Foods
• Rice
Revenue
• Sugar

9,767.1
(S$ million)

EBITDA

359.7
(S$ million)

Invested Capital

4,678.3
(S$ million)

November saw the launch of Pure Bliss’ third biscuit


range from subsidiary OK Foods in Nigeria. In Ghana
Olam Nutrifoods Ltd invested US$8.3 million to double
capacity for biscuits, strengthening its position as the
number one biscuit producer with a market share of 49%.

Above: Animal Feed facilities in Nigeria.


Right: Biscuit factory in Ghana.

olamgroup.com 55
Group COO’s review continued

Food Staples and Packaged Foods – Capitals snapshot

Social: Sugar JV opens opportunities for farmers Human: Skills transfer to Gabonese palm workers
• The investment by Mitr Phol Sugar Corporation in • Olam Palm Gabon (OPG) employs around 7,700
Far East Agri, which operates a sugar refinery in Gabonese nationals to work on plantations. While
Indonesia, combines Mitr Phol’s strong milling expertise current management roles are filled primarily by expat
with Olam’s farmgate, sourcing and manufacturing Malaysian and Indonesian palm industry experts, a
capabilities to better cater to the growing demand for Nationalisation Policy led by the OPG Training and
sugar in Indonesia. Development team will ensure that Gabonese nationals
• Far East will explore the development of a green-field fill many of the roles by 2025.
sugar milling facility in East Java, which in 2020 will • The GRAINE smallholder programme which supports
source 1.2 million MT of cane from farmers. national food security through industrial agricultural
skills transfer and investment under the SOTRADER JV1
Social: Packaged Foods Business continues to support launched a broad public consultation on its learnings
nutrition needs in West Africa with fortified foods since its inception 2 years ago. A number of
• Olam is taking measures to improve nutrition among recommendations were made to recalibrate the
consumers in Africa. As well as mandatory fortification programme and embrace non-GRAINE cooperatives.
of products such as flour and edible oils, this included Human: Livestock management protocols and training
98 million servings of Milky Magic biscuits and 821.5
million servings of Tasty Tom tomato paste in Ghana contributes to Uruguay dairy performance
and 16.8 million servings of FreshYo yogurt in Nigeria. • Olam Uruguay completed 11,466 hours of employee
training, with a focus on strengthening operating
Manufactured and Social: Animal Feeds facilities procedures, safety across operations, and technical
inaugurated in Nigeria training in relation to various work processes.
• With a combined investment of US$150 million, the • Individual cow productivity achieved the highest levels
poultry feed mill and day-old-chick facilities in Kaduna compared to previous years. The improvement derives
State, together with the integrated poultry and fish from better body condition of the herd at calving.
feed mill at Ilorin, were inaugurated by Nigerian Livestock management protocols implemented during
President Buhari. 2016 significantly reduced livestock mortality and
• To further stimulate and support the market, the team is continued to prove successful during 2017.
improving the availability of expert support to farmers. Natural: Reducing Greenhouse Gas (GHG) impacts for
Internships are being offered to 100 veterinary,
aquaculture and agronomy graduates who will receive Dairy and Rice
hands-on learning opportunities over a 2-year period. • Methane has at least 28 times the global warming
• Local sourcing of raw materials such as soybeans, corn potential of carbon dioxide2. In Dairy, the Cool Farm
and cassava for the animal feed is estimated to Tool is helping to establish a baseline of GHG
positively impact more than 300,000 smallholder crop emissions - 72% of Uruguay Dairy GHG emissions
farmers. Production requires maize as an input and are from enteric fermentation - the cow's digestive
there was some confusion when it was reported that process. Reduction is a key factor of the CR&S Dairy
Olam had imported GM maize for human consumption. strategy being developed in 2018.
The maize was imported for animal feed due to a poor • With the Better Rice Initiative Asia, development
local harvest. agency GIZ, Bayer and the Thai Rice Department,
Olam Rice has increased its pilot programme to reduce
Human: Crown Flour Mills (CFM) invests in local talent methane growing farmer outreach from 70 farmers in
• CFM has been running a graduate training programme, 2016 to more than 1,000 in 2017. The programme has
providing on-the-job training for Nigerians, many of produced the world's first verified sustainable rice.
whom have now taken up roles previously held by • Olam Rice is now aiming to improve the livelihoods of
expats. Also in 2017, CFM sponsored 2 millers from 36,000 farmers in Southeast Asia with GIZ under the
Nigeria and Senegal for a 1-year residential programme Market-Oriented Smallholder Value Chain (MSVC) by
at the Central Food Technology Research Institute – 2021. In addition, Olam remains the only private
a renowned training school for millers. company partner of the Thai Government’s Nationally
• Also in Nigeria, the country team responded in full Appropriate (GHG) Mitigation Action (NAMA).
following a request by the Senate Joint Committee on
Customs, Excise, and Tariff and Marine Transport to
many international and national companies regarding
import payments. The team presented all documents
and continues to engage with the Senate.

1. 51% Republic of Gabon and 49% Olam


2. http://www.wri.org/dev/path/united-states/reducing-methane-emissions

56 Olam International Limited Annual Report 2017


Balancing Social and Natural Capital needs in olamgroup.com. Mighty Earth recognised the
highly forested nations employment opportunities and investment in social
infrastructure provided by Olam and the efforts taken
Olam’s palm oil business was involved in a wider- to protect High Conservation Areas; but also
reaching debate about sustainable agricultural expressed reservations about the biodiversity and
development in the highly forested nations of West and climate impacts, and potential human rights impacts,
Central Africa, following a campaign by the NGO of large scale plantation agriculture as a basis for the
Mighty Earth in 2016 targeting our plantations in renewal of Gabon’s rural economy.
Gabon and our palm trading business.
In October Olam Palm Gabon invited The Forests
Recognising that opinions are highly polarised Dialogue, a Yale-based programme which promotes
regarding the potential for plantations to drive economic multi-stakeholder discussions on forest issues, to
and social development in developing countries whilst co-host a Dialogue in Gabon. This was attended by
protecting critically important rainforests, we initiated a more than 50 stakeholders, including international and
process of increased transparency, both to create national NGOs such as WWF, TNC, Forest Peoples
space for a multi-stakeholder effort to find common Programme, WRI, BrainForest and Mighty Earth, as
ground for responsible development in countries like well as industry, government, inter-governmental
Gabon, and to inform international stakeholders of the organisations. The Dialogue helped develop a
complex process we have followed to develop some of roadmap and national plan of action which is being
the world’s most sustainable plantations. taken up by a Gabonese multi-stakeholder group.
To that end, Olam and Mighty Earth signed an At the end of 2017, Olam’s Bilala oil palm mill and
agreement in February 2017 committing both parties plantation was certified by RSPO, taking the overall
on a number of points. We agreed to a moratorium on certified area managed by Olam to 55,400 ha.
further development of palm and rubber in Gabon to
give time for stakeholders to develop further specific On third party trading, more than 80% of crude palm
criteria for sustainable agriculture in countries where oil and palm kernel oil volumes were successfully
most of the land is covered by forests. We also traced using GPS co-ordinates, against a target of
updated our Palm Policy to provide more clarity for our 50% with roadmap metrics now available on a palm
suppliers on our No Deforestation, No Peat and No dashboard on olamgroup.com.
Exploitation sourcing requirements. The London Zoological Society (ZSL) ranks Olam 7th
We invited Mighty Earth to visit our plantations, the out of 50 against its Sustainability Policy Transparency
neighbouring villages and the High Conservation Value Toolkit with a score of 77.9%. Responses to Mighty
areas we actively protect (72,000 ha inside our Earth, Greenpeace and other NGOs on palm-related
concessions), and meet with national NGOs and other matters can be found on olamgroup.com.
stakeholders. A joint update on the visit is available on

Olam’s palm plantations in Gabon are undertaken through a Joint Venture with the Republic of Gabon. We are
committed to 100% RSPO certification by 2021.

3. https://www.spott.org/palm-oil/

olamgroup.com 57
Group COO’s review continued

Industrial Raw Materials,


Ag Logistics and Infrastructure
The Industrial Raw Materials, Ag Logistics and Infrastructure
volumes grew 12.5% in 2017 with growth mainly from Cotton.

Revenues increased by 39.2% on the back of higher Invested capital declined by S$116.0 million compared
sales volumes. with a year ago, as inventory optimisation initiatives
The segment achieved a strong EBITDA growth of brought down working capital. Fixed capital was up
45.9% with higher contribution from Cotton and GSEZ slightly with investments in upstream Rubber plantations
following the commissioning of new ports and the partial in Gabon and integrated ginning operations in
sale of port concession rights in Gabon in Q4 2017. Côte d’Ivoire.
This was partly offset by lower contribution from Wood As a result of the strong EBITDA growth on reduced
Products, which was impacted by weak demand and invested capital, EBITDA/IC margin expanded from
lower margins. 6.5% in 2016 to 9.1% in 2017.

Earnings Before Interest, Tax, Invested capital


Depreciation and Amortisation (S$ million)
(S$ million)
2013 219 2013 1,839
2014 216 2014 1,872
Restated Restated
2015 185 2015 1,918
Restated Restated
2016 135 2016 2,221
+45.9% -5.2%
2017 197 2017 2,105

EBITDA/IC (%) 10.8 11.6 9.8 6.5 9.1 Working capital 1,044 974 912 1,213 1,050
Fixed capital 796 898 1,006 1,008 1,055
2013 2014 2015 2016 2017
Restated Restated 2013 2014 2015 2016 2017
Restated Restated

58 Olam International Limited Annual Report 2017


Products 2017
• Cotton
Volume
• Fertiliser


Rubber
Wood Products
1,870.2
(‘000 Metric Tonnes)
Services
• Gabon Special
Revenue
Economic
• GSEZ Mineral 3,876.6
Port (S$ million)
• GSEZ General
Cargo Port
• GSEZ Utilities EBITDA
Infrastructure
197.3
(S$ million)

Invested Capital

2,104.9
(S$ million)

Above: Uploading cotton bales in Australia.


Right: GSEZ general cargo port in Gabon.

olamgroup.com 59
Group COO’s review continued

Industrial Raw Materials, Ag Logistics


and Infrastructure – Capitals snapshot
Manufactured: Owendo International Port, Gabon Human: Constant focus on safety in rubber plantations
• Managed by Gabon Special Economic Zone (GSEZ) • A stringent Health & Safety mindset is a relatively new
SA1, the new multi-purpose port will become a leading concept to workers in the Gabon rubber and palm
export-import thoroughfare for West and Central Africa. plantations who come from the surrounding villages.
With 2 berths and palm oil tanks, fuel storage and grain Constant vigilance and awareness training are
silos, it can handle the loading and unloading of several required. Tragically, one fatality was recorded at the
bulk cargo Panamax vessels simultaneously. The Bitam rubber plantation due to transportation. A trainer
technology, innovation and sustainability vision behind dedicated to providing defensive driving courses and
the construction were recognised by the Africa implementing road safety management has been
Investments Forum & Awards with GSEZ winning the recruited. A revised road policy is reinforced by set
best African project in the Port and Airport speed limits, speed limiters on Olam and contractor
Infrastructure category. vehicles, random speed checks and alcohol screening,
and more road safety signage.
Manufactured: Australia Cotton team unlocks Financial
Capital with Joint Ventures, and invests in construction Social: Linking communities to financial and
• A Joint Venture between subsidiary Queensland Cotton healthcare services
and Rural Funds Management (RFM) marks the entry • Rubber processing subsidiary SAIC (Société Agro-
into upstream cotton growing in Australia. Lynora Industrielle de la Comoe) in Côte d’Ivoire is helping
Downs currently has over 740 ha of irrigated cotton, smallholders access bank loans. Banks were hesitant
1,200 ha of dryland cotton, as well as hectarage for as most crop payments were made by processors in
wheat and chickpea crop rotation. Irrigation water is cash, and transactions could not be tracked. With SAIC
sourced from natural overland flow and stored in ‘cells’. helping to maintain accounts in microfinance
All cotton will be ginned at Olam’s Moura Gin. cooperatives, banks are now able to estimate the
• On 1 March 2017, Queensland Cotton and Evolution required transaction, enabling farmers to secure loans.
Ginning commenced a new venture for the joint Over the course of 2016 and 2017, more than 2,000
operation of the Mungindi Gin. Evolution has significant rubber growers working with SAIC gained their first
cotton growers, bringing deep local knowledge as well bank accounts, encouraging farmer loyalty.
as cotton volumes. • In the Republic of Congo, subsidiary Congolaise
• New 24/7 warehousing facilities at the Dalby and Cecil Industrielle des Bois (CIB) successfully renewed FSC®
Plains Gin sites have a combined footprint of over certification2 for 1.3 million hectares (ha). The team is
20,000 m2 and can store 150,000 bales. The expansion working towards certification of the most recent
leverages existing assets, removes reliance on external concession of 671,000 ha.
handlers, and offers existing staff development
opportunities. This initiative is expected to deliver
significant bale storage and handling cost savings,
and create a highly efficient Gin to Port supply chain.

Intellectual: Increasing the long-term economic value


of rubber trees through new tool
• A new precision, mechanised rubber tapping tool is
being developed by Olam in collaboration with
Mechanovation Sdn Bhd and Detroit Engineered
Products that will automate the delicate process to
release latex without damaging the tree. Using a
cambium sensor it reduces reliance on highly-skilled
labour while simultaneously increasing productivity.

The hospital run by CIB in Republic of Congo


treats both employees and communities living
in the forest concessions.

1. Joint Venture between Olam, Republic of Gabon and Africa Finance Corporation (AFC) 40.5:38.5:21
2. Licence numbers: CIB Kabo - FSC-C128941; CIB Pokola - FSC- C014998: CIB Loundoungo - FSC - C104637

60 Olam International Limited Annual Report 2017


• CIB is the largest employer in the region (994 people),
and the only major provider of healthcare across
approximately 20,000 km² with 58,000 people, the vast
majority living in poor villages or as semi-nomadic
tribes. CIB operates a 42 bed hospital and another 36
beds across 4 rural clinics. Both chronic and infectious
diseases are rife in this area and, in 2017, over 21,500
patients were treated who were not CIB employees.
• In 2016, the CIB doctor, with an NGO healthcare
project, travelled to a remote group of villages,
previously only accessible by canoe, along a road just
built by CIB at the villages’ request. During this trip, the
medical team treated many children for malaria and
malnutrition. The CIB medical team returned a few
weeks later and many more children and adults were
treated by the medical team with some being
evacuated to the CIB hospital. Tragically, there were
still many deaths.
• In August 2017, two Congolese NGOs (OCDH and
RENAPAC) issued a report stating that the road
building itself had caused an increase in malaria, which
in turn caused high child mortality.
• To investigate the allegations CIB requested advice
from the NGO The Malaria Consortium. On their Rubber tapping in Côte d’Ivoire.
recommendation an independent tropical disease
specialist was commissioned. The report findings show:
Natural: Supporting development of a Sustainable
• While malaria is endemic in the region it was not the Natural Rubber Standard to reduce deforestation
single or main cause of death • Similar to other smallholder crops, rubber is also facing
• The final cause was split mainly between dysentery, questions on deforestation, community and labour rights.
malaria, pneumonia and measles As yet, there is no industrywide platform for stakeholders
• The road was assessed to have not made a relevant addressing these issues and therefore there lacks a
impact on the breeding of malarial mosquitoes due to common understanding of “sustainable rubber.”
the surrounding marsh (flooded forest) landscape • Olam has been working with major tyre manufacturers,
which provided enormous permanent breeding producers and civil society like the Sustainable
ground potential for the mosquitos. Agriculture Network (SAN), Global Witness, Birdlife
• These villages are affected by immense poverty, International, Rainforest Alliance, Proforest and others
malnutrition and many negative social factors, on a white paper to develop a Sustainable Natural
facilitating the spread of deadly diseases. The deep, Rubber Standard. A risk-based rather than rule based
systemic healthcare issues underpinning this tragedy certification approach is recommended. The NGO
cannot be solved by any one party acting alone and it Nepcon explains: “It allows the greatest level of effort
will require a renewed focus on effective delivery of to be placed on the areas with the highest risks.
healthcare for the region. In this, CIB will continue to A conventional approach to certification, on the other
work with the Government, national and international hand, requires effort to be put into all the listed
NGOs, and experts to find a durable solution to help requirements, no matter whether they pose a significant
communities living in the forest. risk to company in question or not. A risk-based
approach would ultimately make certification viable for
smallholders and small-scale farmers. It would enable
certification to drive positive changes in areas where
there is need for change, without exposing
smallholders to the high costs of a conventional
certification process.”

olamgroup.com 61
Group COO’s review continued

Commodity Financial Services


The CFS business reported an EBITDA of S$4.8 million in
2017 compared to a loss of S$1.6 million previously.

This improvement in earnings came largely from the


funds business and from the Trade and Structured
2017
Finance business that generates incremental yield by EBITDA
utilising Olam’s underlying agri-business trade flows.
Invested capital in this segment eased by S$55.5 million 4.8
to S$98.3 million; most of it was deployed in the
(S$ million)
funds business.

Capitals snapshot Invested Capital


Increasing Intellectual and Human Capital
• Quantitative Funds augmented its trading capability, 98.3
adding 2 traders with significant experience. (S$ million)
The business also further strengthened governance
around trading solutions through a strong technology
team based in Singapore.
• Commodity Fund completed the absorption and
integration of Volatility Trading business within its fold
during 2017. The business has placed a team of
traders and analysts in China to increase trading.
• Risk Management Solutions (RMS) strengthened its
marketing and sales team with a diverse talent pool and
is in the process of developing a digital interface for its
customers.

Quantitative Funds augmented its trading capability, adding 2 traders with significant experience.

62 Olam International Limited Annual Report 2017


Value chain review
and analysis
S$3.9 billion of total investments already made are expected to give
incremental earnings over time.

Overview
Sales Volume ('000 MT) Revenue EBITDA Invested Capital (IC) EBITDA/IC (%)
S$ million 2017 2016 2017 2016 2017 2016 2017 2016 2017 2016
Upstream 584.6 455.6 1,707.2 798.4 188.3 79.2 3,915.4 3,764.4 4.9 2.3
Supply Chain 17,089.3 9,863.1 15,208.7 10,496.2 450.9 503.5 5,803.8 6,537.5 7.3 8.8
Mid/Downstream 4,860.7 4,097.1 9,356.6 9,292.4 688.7 620.1 6,113.2 6,347.1 11.1 9.7
Total 22,534.6 14,415.8 26,272.5 20,587.0 1,327.9 1,202.8 15,832.4 16,649.0 8.2 7.8
Note: IC excludes:
(a) Gabon Fertiliser Project (31-Dec-17: S$248.0 million, 31-Dec-16: S$224.8 million); and
(b) Long Term Investment (31-Dec-17: S$257.5 million, 31-Dec-16: S$148.4 million)

In the Upstream segment, while fully contributing (mature) businesses such as almonds met targeted returns, other
fully contributing businesses like Dairy and Rice farming had not yet reached full potential in terms of earnings
expectations due to underperformance in previous years, although these had shown positive trajectory in 2017. This
led to an EBITDA/IC return of 7.8% against our target of 15-18%. A total of S$1.8 billion of invested capital is still
gestating (not yielding any EBITDA) or partly contributing (not fully mature). Gestating businesses, such as the Coffee
and Rubber plantations, are expected to move into the partly contributing stage as they grow, while partly contributing
ones, mainly the palm plantations in Gabon, are expected to become fully contributing as they reach full maturity.
EBITDA/IC for the Supply Chain segment was dragged down by the underperformance in Coffee and Cocoa to 7.3%
in 2017 (2016: 8.8%) even as working capital optimisation initiatives helped reduce overall invested capital deployed
by 11.2% from a year ago.
In the Mid/Downstream segment, a total of S$4.1 billion of invested capital were in fully contributing assets and these
include the wheat milling businesses in West Africa, the Edible Oils refining and distribution business in Mozambique
as well as the GSEZ investments in ports, which came onstream in 2017. These yielded an EBITDA/IC return of 12.4%,
which is below target as the result was impacted by the underperformance in the tomato processing and Packaged
Foods businesses. Some S$2.1 billion of invested capital was partly contributing as these businesses had not reached
steady-state levels of production.
All in all, S$3.9 billion of total investments already made are either gestating or partly contributing, which means these
investments are expected to give incremental earnings over time as they grow to full potential.

Gestation mix
15.8
0.3
2.1 2.1
3.6
4.1 4.1

5.8 11.9
0.3 2.1
1.5 1.5
Invested
Capital
2.0 2.0
(S$ billion) Upstream Total Supply Chain Mid/Downstream Total Olam
Total
Invested EBITDA/ Invested EBITDA/ Invested EBITDA/
capital IC (%) capital IC (%) capital IC (%)
(S$ billion) (S$ billion) (S$ billion)

Gestating 0.3 (0.5) – – – –


Partly contributing 1.5 2.8 – – 2.1 9.5
Fully contributing 2.0 7.8 5.8 7.3 4.1 12.4

Total 3.8 4.9 5.8 7.3 6.2 11.1


EBITDA/IC target EBITDA/IC target EBITDA/IC target
at steady state: at steady state: at steady state:
15-18% 10-13% 13-16%

olamgroup.com 63
Group COO’s review continued

Upstream
The Upstream segment registered a year-on-year volume
growth of 28.3% in 2017 mainly coming from Almonds
with increased acreage and better yields achieved in
Dairy and Grains farming in Russia as well as in Rice
farming in Nigeria.
Revenue grew by a significant 113.8% on higher volumes
and higher Almond prices. EBITDA also showed a
substantial growth of 137.8% on account of stronger
almond performance, backed by a positive EBITDA
achieved by Rusmolco for its Dairy and Grains farming
operations, and by Rice farming in Nigeria.
Invested capital in the segment was up by S$151.0
million from the end of last year, mainly on the net
increase in fixed capital, which grew as continued
investments in Palm and Rubber plantations was offset by
the sale of Edible Nuts farmland assets in the USA.
Meanwhile, the working capital optimisation initiatives
helped reduce working capital deployed.
As a result of a strong improvement in EBITDA, EBITDA/
IC increased from 2.3% in 2016 to 4.9% in 2017.

“ EBITDA showed a substantial


growth of 137.8%.”

Rice farm in Nigeria.

EBITDA Invested capital


(S$ million) (S$ million)

2013 209 2013 2,708


2014 205 2014 2,830
Restated Restated
2015 155 2015 3,075
Restated Restated
2016 79 2016 3,764
+137.8% +4.0%
2017 188 2017 3,915

EBITDA/IC (%) 8.2 6.6 5.2 2.3 4.9 Working capital 323 304 359 481 429
Fixed capital 2,385 2,526 2,716 3,283 3,487
2013 2014 2015 2016 2017
Restated Restated 2013 2014 2015 2016 2017
Restated Restated

64 Olam International Limited Annual Report 2017


Supply Chain
The Supply Chain segment recorded a 73.3% volume
increase in 2017 as the year saw trading volumes in
Grains, Edible Oils, Rice, Dairy, Cotton and Cashew
grow significantly compared with 2016.
Revenue was up 44.9% on higher volumes, moderated
by lower commodity prices.
EBITDA however declined 10.4% largely because
of reduced contribution from Coffee supply chain.
Cocoa bean trading and Sugar trading, which did not
perform as well as 2016, also contributed to the decline.
Invested capital in the segment was off 2016 levels
by a significant S$733.7 million due to positive effects
from the working capital optimisation programme and
lower prices.
This resulted in an overall lower EBITDA/IC of 7.3% in
2017 compared with 8.8% in 2016.

“ The Supply Chain segment


recorded a 73.3% volume
increase in 2017.”

Unloading pulses in Australia.

EBITDA Invested capital


(S$ million) (S$ million)

2013 700 2013 4,842


2014 609 2014 4,936
Restated Restated
2015 600 2015 4,852
Restated Restated
2016 504 2016 6,538
-10.4% -11.2%
2017 451 2017 5,804

EBITDA/IC (%) 13.9 12.5 12.3 8.8 7.3 Working capital 4,157 4,397 4,230 5,750 4,914
Fixed capital 685 540 622 788 890
2013 2014 2015 2016 2017
Restated Restated 2013 2014 2015 2016 2017
Restated Restated

olamgroup.com 65
Group COO’s review continued

Mid/Downstream
The Mid/Downstream segment had a healthy volume
growth of 18.6% in 2017. The growth in volumes was
mainly coming from the Grains and Animal Feed platform,
the Peanut business in the USA and cashew processing
operations in Vietnam. Wheat milling capacity in Nigeria
and Ghana increased during the year which led to higher
milling volumes. The Animal Feed business in Nigeria
also started contributing in 2017. Peanut volumes in the
USA were higher on full-year consolidation of volumes
from Brooks Peanut Company.
Despite larger sales volumes, revenues were flat due to
lower prices across most products, including cocoa,
tomatoes, dehydrates and sugar.
EBITDA was higher by 11.1% in 2017 compared with
2016. This was primarily on account of the improvement
in wheat milling in West Africa, full-year consolidation of
results from Brooks and strong contribution from GSEZ
after its commissioning of new ports and partial sale of
port concession rights. These improvements were offset
by lower results from tomato processing and the
Packaged Foods Business in Nigeria.
Invested capital was lower by S$233.9 million in 2017,
largely arising from the reduction in working capital. This
was due to optimisation initiatives for cocoa as well as the
lower prices of tomatoes and dehydrates.
The increase in EBITDA on lower invested capital lifted
EBITDA/IC from 9.7% in 2016 to 11.1% in 2017.

“ EBITDA was higher by 11.1% in


2017 compared with 2016.”

Cashew processing in Vietnam.

EBITDA Invested capital


(S$ million) (S$ million)

2013 291 2013 3,863


2014 315 2014 3,794
Restated Restated
2015 330 2015 6,448
Restated Restated
2016 620 2016 6,347
+11.1% -3.7%
2017 689 2017 6,113

EBITDA/IC (%) 8.2 8.2 6.5 9.7 11.1 Working capital 1,361 1,317 3,064 2,622 2,362
Fixed capital 2,502 2,477 3,385 3,725 3,751
2013 2014 2015 2016 2017
Restated Restated 2013 2014 2015 2016 2017
Restated Restated

66 Olam International Limited Annual Report 2017


Community water pump in Côte d’Ivoire.
Human Capital

Our people are the architects of our future. Their skills,


knowledge and competencies underpin our customer
offering and the impact we have on all other Capitals.​
Fulfilling our vision to be the most differentiated and Management approach
valuable agri-business by 2040 depends on our
workforce of 72,000 people, many in emerging markets. Build an inspired and high performing organisation
Through our values and culture, we have attracted • Develop a satisfied, engaged and inspired talent base:
leaders with vision, inventiveness and entrepreneurialism, identify organisational factors and enable leadership
but we recognise that we need to invest further in Human to identify their purpose to align with Olam’s Purpose.
Capital to establish the inspired and high performing • Institutionalise ‘The Olam Way’: our blueprint for
workforce we need. success has been our capability for organisational
Methodologies for calculating Human Capital impacts learning, identifying what has worked well – and the
vary between degrees of qualitative and quantitative manner in which we can replicate it. Given the fast-
analysis, typically looking at overall people strategy, paced nature and diversification of our businesses,
salary and benefits costs, training costs, engagement there is renewed focus on ensuring everything has the
levels and cost of attrition. As we advance our model, unmistakable Olam signature.
we are looking at how it can be clear and unambiguous, • Leadership and capability development: success is
minimising subjective judgement; allowing for year-on- not through business acumen alone but by inspiring a
year comparison and aiding decision-making. team towards a higher sense of purpose and standards
of success. This is combined with concerted effort in
Human Capital – desired outcomes deepening organisational capabilities in the areas of
• All employees and contractors stay safe and healthy Trading, Plantations, Operational Excellence, Digital,
• High calibre talent base with capabilities for growth and Sustainability. It includes a drive to up-skill
• Good employee retention, especially for critical roles nationals in emerging markets through localisation
strategies, such as in-house training and mentor
• Regarded as a fair and competitive employer
programmes, as well as partnerships with national
• Inspired workforce contributing to all Capitals colleges and globally renowned universities.
• Employment rights are protected at all Olam work sites • Managing performance and rewards: institutionalising
and there are no human rights violations a performance management process that is employee-
• Minimal conflicts/strikes centric and future focused to transform the company.
• Leaders advance industry and sector initiatives

Human Capital FY17 vs FY16


FY17 FY16 comparison
40,500 full-time employees 35,000 employees
31,600 seasonal, contract or temporary workers (includes reclassification 34,700 workers
of some workers to full-time)
Primary workforce: 70% men and 30% women 74% men, 26% women
33% of primary workforce employees covered by collective bargaining 30%
agreements
89% of women return to work after maternity leave​ 89%​
150 managers hired from local communities 90 managers
Lost Time Injury Frequency Rate in Processing reduced by 26% to 0.31 0.43
8,700 employees trained specifically on human rights 2,700 employees
42 grievances about labour practices filed and 51 resolved in the period 60 filed, 36 resolved
(includes from previous year)

68 Olam International Limited Annual Report 2017


Safety and Human Rights Women GROW in Olam
• Vision of a Zero Harm Culture: unrelenting drive to • Olam employees launched a women’s resource group
improve safety through ‘An Even Safer Olam’ campaign. in 2013 with the name GROW (Globally Reaching Olam
• Commitment to human rights as guided by the UN Women) which now extends from the USA to Africa.
Declaration of Human Rights, the UN Global Compact, GROW gives the organisation the tools and resources
and the International Labour Organisation. This needed to support women in the workplace and boost
includes compliance with relevant laws and the number of women in leadership.
international agreements covering wages, working • To address issues relevant to working women today,
hours and conditions, freedom of association, collective GROW offers mentoring programmes and education
bargaining, and discrimination. A company-wide Fair symposiums on topics ranging from professional
Employment Policy is due to be launched in 2018. growth to work-life balance - issues with clear goals for
• Grievance mechanisms and whistle-blower rights professional development. A keynote speaker series
accessible to all employees without retribution as brings in notable female leaders to share their
outlined in the Olam Code of Conduct. experiences about what has worked for them. GROW is
• Regular and open engagement with unions and not limited to helping women within the organisation;
worker committees. the network also holds sport activities as well as social
• Advancing health, wellness and nutrition for the events to raise awareness for local women’s non-profit
workforce, especially in upstream operations in and charity organisations.
emerging markets.
Challenges and influencing factors in 2017
• Downward pressure on commodity prices coupled with
cost efficiency drives can impact teams. Reduced scores
were seen in 2017 in employee engagement. The launch
of our new purpose – ‘Re-imagining Global Agriculture:
Growing Responsibly’ – is a critical facet of improving
engagement. We are also now starting to measure
engagement more formally across all employees.
• Embedding a safety culture in emerging markets
where there is less focus culturally on safe behaviour
– for example, driving within the speed limit, wearing of
seat belts. Tragically, 7 fatalities occured in 2017
primarily through transportation-related incidents. Other
causes included incorrect wearing of safety equipment
and supervision issues. All incidents were assessed
and corrective actions immediately undertaken.

In 2017, Olam moved to its new headquarters with a


dedicated Learning Academy and library.

Spotlight on training in Trading


In 2017 the Trading Community of Practice focused scenarios, followed by review and analysis. Each
on building superior capability for proprietary traders. trader is also assigned to a mentor over a 3-month
The in-house training module for junior traders was period with assignments which must be successfully
designed by chief traders with the Head of Learning completed before passing to the next stage. For senior
and Development. Taking Olam specific case studies, traders, there is renewed focus on behavioural aspects
the training sessions are interactive and based on – attitude, risk taking, efficiencies, analysis etc. A ‘light’
discussion and sharing. One module involves a live programme is aimed at those who support traders in
simulation with traders taking positions on different Finance and Risk functions.

olamgroup.com 69
Human Capital continued

Spotlight on future leaders


Eleven MBA graduates were recruited from across the workshops, and even time at the trading desks.
world for the Olam Future Leaders Programme and For me, the most exciting was gaining a first-hand
given the opportunity to be exposed to numerous experience of what it is like to be a coffee trader.
aspects of Olam’s business. By establishing networks “The next step in my learning process will take me to
and relationships they will be in a strong position to the Netherlands, where I will be working at the Cocoa
follow a career path for the next 3-5 years. Future processing factory in Koog aan de Zaan, after which
Leader Sander Clevers gives an insight into training: I will learn about the marketing and trade of our Edible
“Our second stint was in Vietnam at Olam’s pepper Nuts commodities at the trading office in Rotterdam.
plantation. We gained knowledge of the processes of “This opportunity is the best that I could have hoped
planning and preparing the land, enriching the soil, for to jumpstart my career. It has taken me places
and maintaining a good relationship with the local I would never have imagined or seen. The Future
community. I was not only enriched in the knowledge Leaders Programme fast tracks my learning curve
required for my profession but also in other aspects of and personal development. I would recommend
Vietnam as we soaked in the culture and cuisine. this programme to anyone who is driven, adventurous
“Back in Singapore we gained further knowledge and interested in pursuing a career in agri-
about the aspects of corporate management. This commodity business.”
module consists of finance lectures, risk management

Our shared values


Our 6 values and everyday behaviours build a distinctive culture, shaping how we work, and set the standard for what it
means to be part of Olam:

Entrepreneurship Stretch and Ambition Partnerships


We dare to dream Our passion for doing more We strive to develop positive and
long-term relationships with our
partners

Mutual Respect and Teamwork Integrity Ownership


We treat each other the way We stay true to what we believe, We take responsibility as
we want to be treated say and do if we were the founders of the
business

70 Olam International Limited Annual Report 2017


Spotlight on living wages
At the coffee plantations in Tanzania (Aviv) and increasing a salary can be more cost-effective and
Zambia (NCCL), Olam employs over 1,300 workers achieve more focused impact.
from the surrounding villages and many more at At Aviv, for instance, we have helped workers enroll
harvest. Whilst this has brought economic and skills in the Community Health Fund. This covers basic
benefits, the team is exploring whether the legal minimum medical expenses for the worker plus 5 family
wage could also be considered a ‘living wage.’ dependents for one year. Equally, we are giving
A study using the Anker methodology showed a gap, workers guidance on how to grow more nutritious
so the plantations are looking at ways to reduce it food in their smallholdings; as well as improving
within the parameters of business viability. Indeed, in health and sanitation in the villages through various
absolute terms, simply raising wages is often not the activities related to the Alliance for Water Stewardship
solution. Improving living conditions rather than just (AWS) Standard.

Relevant HR, CR&S and MATS1 material area goals and progress
Outlook for
2016 – 2020 objectives ​ 2020 target ​ 2017 achievement ​ 2020 target
Goal: Good health and wellbeing (Material area: Livelihoods – some overlap with Labour)
Ensuring provision of 100% of Olam’s direct Incorporated WASH into upstream Behind target
access to health, water and operations are compliant Community of Practice for
sanitation infrastructure, with the Olam WASH implementation.
as a minimum, meets the Standard. For processing plants in FY18
Olam WASH Standard
• Formalise Olam WASH Standard
​ ​ • Prepare implementation plan ​
Goal: Zero-harm workplace (Material area: Labour)
Eliminate serious incidents Reduce LTIFR to 0.3 LTIFR (YTD) was reduced to 0.31 at Ahead of target
in Olam processing the Tier 1 plants, which is a 26%
operations (50% reduction reduction.
​ from 2015 actual). ​ ​
Reduce LTIFR in Olam- Primary focus in 2017 continued to Behind target
managed plantations, be in Olam-managed plantations,
concessions and farms concessions and farms.
by 50% from baseline Recalculated baseline based on
​ determined in 2016. ​ business change. ​
Sustain health and safety All locations routinely Tier 1 plants in full compliance with On target
behaviour change report unsafe acts and Olam Imperative 3 Reporting,
programme unsafe conditions, and Recording, Review and Compliance
near misses. Checklist. Some key Tier 2 and Tier 3
sites starting to report following
implementation of Safety
​ ​ programme. ​
Goal: Respect for workers’ rights (Material area: Labour)
Olam complies with ILO No moderate or severe Identified 5 breaches related to Behind target
principles breaches of compliance non-payment of over-time.
reported or observed Also identified issues around
in audits. documentation quality, safety
​ ​ training and controls. ​
Diversity strategies 100% of businesses with Fair employment policy to launch On target
are implemented >100 employees to have a in 2018
documented and reported
​ diversity strategy. ​ ​

1. Manufacturing & Technical Services

olamgroup.com 71
Social Capital

Creating social value is at the heart of our business model,


minimising risks and opening up partnership opportunities.

Given our dependence on 4.76 million farmers, the vast Social Capital – desired outcomes
majority being smallholders in emerging markets, the
• Farmers and associated agri-industries are prosperous
definition of Social Capital by the OECD as “networks
and stay in business
together with shared norms, values and understandings
• Young people see farming and related activities as a
that facilitate co-operation within or among groups” is
viable career, ensuring long-term security of supply
particularly resonant. Much of our focus therefore is on
lifting smallholders out of poverty. To secure the crops for • Women farmers in emerging markets are empowered,
customers tomorrow, we must help rural communities to boosting production and quality
thrive today. In turn, this delivers economic value for the • Farmers are healthy and educated commercially,
countries where we operate. reaching their production potential
• Risks such as child labour are minimised and
Large-scale farmers also face many challenges. Often 3rd
mitigated, protecting reputation
or 4th generation family farms, they have grown through
hard work, perseverance and sacrifice. While Olam’s • Communities around Olam operations see the
extensive farmgate experience means we are well-placed company as a positive force and people want to work
to support farmers from America to Zimbabwe, we must for us
work in partnership to achieve the scale of transformational • Governments see Olam contributing to supporting
change required in the agricultural sector. society and the economy, and welcome growth
• Stakeholders see Olam as a reliable and trusted
Currently, there is no single methodology to put a
implementation partner, opening opportunities to
financial value on all elements identified under Social
scale up initiatives
Capital creation. So, as a ‘stepping stone’, we are
measuring the investments we make in social • Stakeholders understand our business and the external
infrastructure and impacts on livelihoods. challenges we face.

Social Capital FY17 vs FY16


FY17 FY16 comparison
S$82,098(‘000) in tax paid globally (Olam Group) S$48,420 (‘000)​
S$652,171(‘000) in salaries and employee benefits (Olam Group)​ S$571,963 (‘000)​
4.76 million farmer suppliers (5,600 large-scale and 4.33 million
4.752 million small-scale)
363,000 farmers in the Olam Livelihood Charter (OLC) 302,500
49 OLC programmes in 21 countries 44 programmes in 19 countries
61,500 women farmers in the OLC 55,200 women farmers
40 partnerships under the OLC alone 30 partnerships
250,000 people in Africa reached under the Healthy Living Campaign Reached 190,000
Supporting 10 postgraduate scholarships for Catalysing Change in Africa 10 scholarships​
at Harvard Business School, Lee Kuan Yew University, London School
of Economics and Political Science, and INSEAD​

72 Olam International Limited Annual Report 2017


7th year of the Olam Livelihood Charter (OLC)
The OLC is Olam’s award-winning programme “Olam knows well the wide array of actors in these
providing holistic economic, social and environmental countries’ agricultural value chains, as finding
support to smallholder farmers, and reassurance to sustainable ways to work with them is at the core of its
customers. Since 2011, we have gradually increased operations. With Olam, CGAP will be mapping these
the number of farmers embraced in Africa, Asia and enterprises’ and end-users’ profiles in several
South America to just under 363,000. agricultural value chains. We will use this information to
Over 1,000 sustainability experts work with facilitate dialogue with partners in the finance and
communities all year round, fulfilling the Charter’s 8 telecom sectors to propose new business model
Principles: provision of finance; improved yield; good concepts that could deliver greater service value to
labour practices; market access; quality; traceability; smallholder families and rural businesses.
social investment and reduced environmental impact. “Our partnership in Africa was the result of
conversations that started at a conference in Vietnam.
Partnering for financial inclusion Following a proposal in July, it took a little while to get
In Africa, smallholders do not tend to have bank
going as the CR&S team had to get the buy in from the
accounts, so payment has typically been in cash
business unit teams on the ground but Olam is forward
which makes saving and transaction traceability
looking and open to experimentation. We’re pleased
harder. In Côte d’Ivoire and Ghana, Olam is working
with the progress so far.”
with the Consultative Group to Assist the Poor (CGAP)
housed at the World Bank to help improve the take-up Emilio Hernandez
of Digital Financial Services. Even when smallholders Senior Financial Sector Specialist CGAP
have a mobile phone, cash transactions are still
preferred due to a lack of mobile money agents nearby
and merchants that accept e-money. CGAP is now
working with Olam to identify new agent and merchant
models with rural partners:

Women cocoa farmers in an OLC programme in Indonesia learn how to graft to improve yields.​

olamgroup.com 73
Social Capital continued

Management approach • In own operations assess social risks, and adhere to


Free Prior and Informed Consent procedures. Ensure
• Pursue 2020 Goals laid out under CR&S, MATS and 1
the development and implementation of a Social
HR material areas – Livelihoods, Food Security and
Management Plan, incorporating a continual
Nutrition, and Labour2
improvement loop
• Put integrity, openness and fair play at the heart of all
• Expect adherence to human rights across supply
relationships. Be proactive when issues arise
chains (‘No Exploitation’) as per UN Declaration
• Uphold all laws, including compliance and securities
on Human Rights, ILO Declaration on Fundamental
laws, bribery and corruption
Principles and Rights and Work, and UN Global
• Help to catalyse food crop production in areas where Compact
we operate for domestic food security
• Participate in Private and Public partnerships to enable
• Expand the Olam Livelihood Charter programme, initiatives to scale up and replicate.
promoting holistic long-term support tackling economic,
social and environmental issues
• Promote gender empowerment
• Encourage good health and well-being through better
nutrition e.g. via crop diversification, healthy foods, and
through access to safe water and sanitation

Relevant CR&S material area goals and progress


Outlook for
2016 – 2020 objectives ​ 2020 target ​ 2017 achievement ​ 2020 target
Goal: Economic opportunity and inclusion (Material area: Livelihoods)
Smallholder farmers are Bring 1 million hectares under 867,000 ha managed by On target
supported through the the OLC with an estimated 363,000 smallholders (up from
Olam Livelihood Charter 500,000 farmers. 671,800 ha managed by
(OLC) principles ​ ​ 302,550 smallholders)​ ​
Suppliers comply with the 100% of priority products 70% (up from 58%) of priority On target
Olam Supplier Code covered by the Supplier Code: products ​
cashew, cocoa, coffee, cotton,
​ hazelnut, palm and rubber. ​ ​
Women are economically Support 100,000 women to Total women empowered in On target
empowered within our access economic opportunities, Olam’s supply chains:
supply chain including female farmers, 13,300 in primary workforce
processors, distributors, and
workers supported or employed 61,500 OLC female farmers
by Olam. Total = 74,800
(Total does not include women
in secondary (seasonal)
workforce e.g. cashew, coffee)
​ ​​ ​
Elimination No breaches in compliance FLA identified issues of child Behind target
of child labour reported or observed in audits. labour in the hazelnut supply
chain – see Edible Nuts
segment. No breaches were
identified by the FLA in the
​ ​ cocoa monitoring. ​

1. Manufacturing and Technical Services.


2. Material areas for FY17. New Material Areas agreed for FY18. See Group CEO Review.

74 Olam International Limited Annual Report 2017


Examples of challenges and influencing • Speed of transformational change – while we see
factors in 2017 improvements in farmer livelihoods and communities
in programmes of 2 years or more, many are still
• Low commodity prices for crops such as coffee, cocoa classified as living in poverty. Issues inhibiting the
and rubber impact farmer livelihoods. Large-scale process include mastering new agricultural practices,
farmers are also facing economic challenges culture, literacy etc
• Weather e.g. drought in Tanzania, Brazil and India, • Increasing scale of support – how to reach (physically
affected smallholder cashew, coffee and sugar farmers and financially) smallholders
• Infrastructure issues are slowly improving in emerging • Challenge of balancing social development (particularly
markets, especially mobile coverage; but access to extreme poverty) with protecting Natural Capital
water and electricity hamper efforts to lift farmers out
• Challenge of all stakeholders agreeing where corporate
of poverty. In Sub-Saharan Africa, 609 million people
responsibility starts and stops (e.g. origins where
(6 out of 10) do not have access to electricity, and in
Olam is providing healthcare education and other
South Asia, 343 million people do not have access
social infrastructure)
to electricity.1
• Tensions between driving short-term cost efficiencies
and long-term investment in programmes.

School girls in a Nigerian sesame community: Under the Olam Livelihood Charter, social needs are supported, such
as school infrastructure. This helps to reduce the risk of child labour and enable rural communities to thrive.

1. World Bank State of Electricity Access Report 2017

olamgroup.com 75
Social Capital continued

Relevant CR&S material area goals and progress


Outlook for
2016 – 2020 objectives ​ 2020 target ​ 2017 achievement ​ 2020 target
Goal: Economic opportunity and inclusion (Material area: Livelihoods) Continued
People have improved 750,000 beneficiaries, including 363,000 farmers have benefited On target
livelihood potential through an estimated 500,000 from livelihood support through (once wider
enhanced skills, economic smallholders, plus other the OLC. impact
resources and beneficiaries of capacity‑ 11,800 villagers in palm and methodology
infrastructure building, cooperative support, rubber Social Contracts, and or agreed)
school support, access to benefitting from employment.
finance, producer goods, and
economic infrastructure 2,600 farmers under GRAINE
initiatives. programme in Gabon active in
crop production.
Aviv in Tanzania provided
employment and social
investment to 4 villages of 2,064
households = approx. 8,250
people based on around 4
people per household.
NCCL in Zambia provided
employment and social
infrastructure including a school
and clinic, positively impacting
over 30 villages – benefiting
approx. 16,620 people (based
​ ​ on 4 people per household). ​
Goal: Good health and wellbeing (Material area: Livelihoods – some overlap with Labour)
People have improved Olam Healthy Living Campaign Reached 250,000 people On target
health and wellbeing positively impacting on 250,000 in Africa:
people, including community 63,202 direct beneficiaries (e.g.
beneficiaries of health, water HIV/AIDS sensitisation,
and sanitation infrastructure, diagnosis and testing = 20,900
health education campaigns, people; malaria sensitisation
HIV testing, health check-ups, and screening = 24,300)
access to insurance initiatives,
and similar services. Indirect beneficiaries due to
construction / renovation of
borehole and latrine facilities
​ ​ in communities in Africa. ​
Goal: Food security and nutrition (Material area: Food Security)
Workers are educated Conduct nutrition education or Many businesses undertaking On target
on, and can access, access initiatives for the initiatives locally on health and
nutritious foods workplace for 100% of target well-being. Assessing further
businesses, to be determined in for consideration and
​ the Standard. ​ implementation in FY18.​ ​
Increased availability Produce 40 billion servings of 68 billion servings of fortified Exceeded target​
of micronutrient micronutrient fortified foods. foods in Africa, including yogurt
fortified foods drinks, oil, flour, tomato paste,
​ ​ milk, biscuits etc. ​

76 Olam International Limited Annual Report 2017


Natural Capital

“The erosion of Natural Capital poses threats to continued


national and global prosperity, yet political and economic
systems are unprepared for responding to that risk.”1​
As detailed in our new Living Landscapes Policy profits of 44% for utilities and 116% for food and
(developed in 2018), our ambitious vision is to be a net beverage companies; hence our focus on water
positive company which means adopting principles to put stewardship3.
back more into food and fibre systems than we take out While there is currently no standardised methodology for
– critical if we are to feed an extra 2 billion people by putting a value on the earth’s ecosystem services, our
2050. We are committed to aligning our goals with approach is being informed by the Task Force of Climate
internationally agreed science-based targets which Related Disclosures (TCFD), Impact Valuation
includes operating within Planetary Boundaries and Roundtable (IVR), membership of the Natural Capital
reducing our contribution to the 13% of Greenhouse Gas Coalition, and The Prince’s Accounting for Sustainability
emissions contributed by farms globally2. Project (A4S). We are using Life Cycle Assessment
Accounting for the current and potential financial value of methodology to calculate the related environmental
Natural Capital is critical for future-proofing our business. impact linked to the production of commodities, using
For example, a 2017 study on potential impacts of water the indicators most material to our business: Climate
risks on business profits revealed that if the full costs of Change, Water Depletion and Land Use. We are already
water availability and water quality impairment had to be making considerable progress.
absorbed, this would equate to a decline in average

Natural Capital FY17 vs FY16


For more detail, see our GRI report at olamgroup.com
FY17 FY16 comparison
22.53 million MT product volume from 12.4 million hectares (ha) land 14.4 MT product volume from
(owned and third party managed) 9.74 million ha
2.46 million ha managed by Olam directly; 0.86 ha under OLC farmers; 2.41 million managed by Olam;
9 million ha under other third party suppliers​ 0.67 million under OLC; 6.67
million under third parties​
Protection of 101,000 ha of High Conservation Value land (coffee, palm 84,700 ha​
and rubber)
1.14 tonnes CO2e per metric tonne (MT) of product produced from Olam- 21% increase
managed concessions, plantations and farms
0.21 tonnes CO2e per MT of product produced from Olam processing 20% improvement
CDP reporting: Climate change = B-; Water = B; Forests3 = A- Climate Change decreased
from B to B-; Water improved
from B- to B; Forests improved
from B to A-;
Total value chain water intensity: 3,587m3 per MT product 17% improvement
70% Supplier Code coverage of priority volumes (cocoa, coffee, cotton, 58% coverage​
cashew, hazels, palm and rubber)

1. Green Economy Coalition


2. World Resources Institute
3. Trucost

olamgroup.com 77
Natural Capital continued

Minimising Natural Capital impacts • Be clear on unacceptable practices; particularly


– desired outcomes No HCV, No HCS & No Peat (see Living
Landscapes Policy)
• Impacts from agriculture on climate, water, forests and
• Increase levels of biodiversity to improve pollination
other resources stay within Planetary Boundaries
and minimise chemical pesticides (employ Integrated
• Profitable and sustainable orchards, plantations and Pest Management techniques. Limit to exceptional
farms for Olam and our third-party suppliers circumstances the use of WHO Class 1A and
• The living world and ecosystem services are Class 1B pesticides)
regenerated for long-term food security and • Ensure judicious use of inorganic fertilisers and
commercial volumes promote organic composting
• Better crop resilience in the face of climate change • Actively engage with stakeholders, particularly when
• Equitable use of reso urces at a landscape level assessing Natural Capital trade-offs when creating
avoiding societal risks. financial and social value
• Collaborate in sector initiatives for scale e.g. co-chair
Approach overall
the Climate Smart Agriculture working group under the
• Pursue 2020 CR&S goals for identified material areas World Business Council for Sustainable Development.
under Natural Capital: Climate Change, Land, Water1 Vision is to make 50% more nutritious food available
• Follow and implement Policies, Codes and Standards and reduce agricultural emissions by 50% by 2030
applicable to Olam-owned and third party operations • Invest in research and development
(Living Landscapes Policy; Plantations, Concessions
• Support development of Natural Capital accounting
and Farms Code; Supplier Code; and specific
protocols.
Standards and Operating Procedures)
• Aim to achieve maximum productivity with minimum
impact (e.g. more crop per drop)
• Incorporate climate, water and soil risks into Enterprise
Risk Management procedures.

Spotlight on soil
“Soils are a key natural capital asset yet their
valuation is often overlooked.
The most prominent economic value that soils
deliver is in the range of functions that support crop
growth and food production.
Additionally, agricultural soils are intrinsically linked
with multiple positive and negative impact drivers
including GHG emissions, water pollution, and
flood/drought mitigation.
Lancaster University are pleased to be working with
Olam on a Natural Environment Research Council
funded project to address the need for soil natural
capital guidance in the agri-food sector by mapping
the evidence chain between soil natural assets and
benefits derived.
This will help realise the comprehensive valuation of
soils needed to create sustainable and resilient
agri-food value chains.”
Dr Jess Davies
Lecturer in Sustainability, Pentland Centre for
Sustainability in Business, Lancaster Environment Centre

Collecting water samples directly from the California


almond orchard drip lines to test for overall water quality.
1. Material Areas for FY17. New Material Areas agreed for FY18. See Group CEO Review.

78 Olam International Limited Annual Report 2017


Owned operations
• Select and manage land responsibly, in such a way as
to maintain or enhance critical habitats, regenerate the
natural capital of soil, water and ecosystems; and
store carbon
• Implement international standards and codes where
applicable, including RSPO, FSC®, PEFC, SRP, AWS
and IFC Performance Standards
100,000
OLC smallholders
trained in climate
• Require Environmental Impact Assessments, including mitigation practices
HCV assessments verified to international norms
• Establish integrated water resource management and
encourage water stewardship where appropriate
• Increase the efficiency of all resources used including
soil, fuel, energy, water and land
• Increase the proportion of renewable and non-fossil
fuels and energy and utilise by-products for energy.
712,000
shade tree seedlings
distributed to
For third party operations OLC farmers
• Progress actions to end deforestation across
smallholder supply chains as per the Olam Living
Landscapes Policy
• Work with customers, partners and other third parties,
maximise farmgate presence to train suppliers on
requirements and address underlying factors
required to eliminate these practices from supply
chains – e.g. poverty
• If unacceptable practices are reported, assess the
extent and nature of non-compliance and establish a
time-bound plan to address the issue and, where
necessary, remediate material negative impacts of
non-compliance. We will disengage from suppliers who
are unable to demonstrate positive steps to eliminate
unacceptable practices in a time-bound manner
• Harness technology – e.g. Olam Farmer Information
System to map individual farmer suppliers and buying
stations, and identify hot spots
• Put in place viable monitoring and evaluation
procedures with audits, spot checks, and
satellite monitoring.

Challenges and influencing factors in 2017


• A year of extreme weather events – third hottest year on
record1 with reduced water availability for many farmers
• Lack of globally agreed definitions for complex issues
like deforestation
• Ongoing issues of pests and disease
• Limited leverage to prevent suppliers in smallholder
supply chains from encroaching into forests, under
continuing pressure to increase agricultural income
• Attendance, capacity issues and uptake of training by
smallholders – requires repeated training, model farms
• Resource limitations to verify on-the-ground compliance
with Olam Supplier Code and product policies in highly
fragmented third party supply chains. Reliance on
satellite technology and industry initiatives
• Need to decouple business growth from GHG
emissions through science-based targets. Sesame farmer in Nigeria.
1. National Oceanic and Atmospheric Administration.

olamgroup.com 79
Natural Capital continued

Supporting Science-Based Targets


“By 2050, we aspire to be carbon
In 2016, Olam signed up to the Science-Based positive in operations, requiring
Targets Initiative which seeks to increase the
number of companies reducing their Greenhouse
a 5% emissions reduction
Gas (GHG) emissions. This is to ensure alignment
to a 2 degree Celsius global warming scenario,
per year from 2031 – 2050.”
and companies should pursue efforts to limit the
increase to 1.5 degrees Celsius. At the beginning
of 2018 we submitted these targets to the Initiative
and are awaiting their feedback.
As part of this process, during 2017 we undertook a
review and set ourselves stretch targets to reduce
GHGs by 50% by 2030 both in our own operations
and in our supply chain. This requires a reduction
of 3.85% per year.
By 2050, we aspire to be carbon positive in
operations, requiring a 5% emissions reduction
per year from 2031 – 2050. We are developing
stretch targets for our supply chain. We are also
exploring how to set similar operational targets for
water by reviewing global regions at risk of water
stress and agriculture-linked pollution.

Olam Living Landscapes Policy – seeking net positive impact


In 2017, we consulted widely with experts and civil our net-positive contribution includes thousands of
society on a forest policy to cover all commodities in jobs, social infrastructure, High Conservation Value
Olam’s portfolio. We concluded that a Policy based areas and anti-poaching enforcement, and net positive
narrowly on unacceptable land use management climate impact.1
practices will not be sufficient to meet the challenges Going forward, each Olam business will take a risk-
of deforestation and ecosystem degradation. based approach to establish strategies and plans
As part of our ambition to re-imagine global agriculture appropriate to our role in growing, sourcing, processing
we have therefore adopted a Living Landscapes and trading each crop and commodity. Time-bound
Policy. We aim to deliver a triple positive impact in the commitments are incorporated into the Policy (2018 and
places where we work to create and sustain living 2020). To ensure successful application of this Policy
landscapes, where profitable farms and plantations, group-wide we will develop and implement a suitable
thriving rural communities, and healthy ecosystems process to monitor compliance with the Policy. Reporting
coexist. For example, around our plantations in Gabon on progress will begin in the FY18 Annual Report. See
olamgroup.com for more detail.

1. High Carbon Stock Science Study Group. Independent Technical Report 2015.

80 Olam International Limited Annual Report 2017


Relevant CR&S material area goals and progress
Outlook for
2016 – 2020 objectives ​ 2020 target ​ 2017 achievement ​ 2020 target
Goal: Reduced greenhouse gas emissions (Material area: Climate change)
Increased energy During FY17, developing Science-based targets On target​
efficiency science-based targets for total submitted. FY17 to be used as
Olam GHG emissions from new baseline.​
which the 2020 metric will be
​ determined. ​ ​
Avoided GHG emissions All Olam farms, plantations and GHG emissions for all Tier 1 On target​
Tier 1 facilities to have sites are monitored on a
implemented their 2020 GHG monthly basis. Revised
reduction plans: reduction plans to be
1. Operational efficiency developed in FY17 in line with
science-based targets.
2. Avoid High Carbon Stocks for
land development Coffee implemented
3. Climate-Smart Agricultural performance scorecard. All
practices. other BUs developing
scorecard as part of CR&S
​ ​ strategies. ​
Increased share of 25% of energy derived from Share of renewable and On target​
renewable energy renewable and biomass biomass sources stand at 16%.
sources at Olam’s Tier 1 Plan for achieving 25% share
facilities (from 2015 baseline – of renewable and biomass
15%). energy sources will be prepared
​ ​ in 2018. ​
Goal: Reduced greenhouse gas emissions (Material area: Climate change)
Reduced agricultural Implement the Olam 2020 Climate-Smart Agriculture On target​
vulnerability to climate Climate-Smart Agriculture measures incorporated into
risks for OLC farmers (CSA) Programme. OLC principles of Environment,
and Olam-managed Resilience impact to be Social Investment and Improved
plantations, concessions launched in FY17 as part of Yield.
and farms WBCSD CSA programme. CSA measures incorporated
into Olam Plantations,
​ ​ Concessions and Farms Code. ​
Goal: Sustainable development and use of land-based ecosystems (Material area: Land)
Protection of ecosystems, 100% of Olam-managed Due Diligence, Environmental On target
high carbon stock forests, plantations, concessions and and Social Impact Assessments
and high conservation farms to have implemented their (ESIA) completed for all
value forests Land Management Plan. plantations currently in
operation.
Living Landscapes Policy
developed.
Participation in Tropical Forest
Alliance 2020 and Cocoa
& Forests Initiative on
​ ​ deforestation-free production. ​

1. World Resources Institute

olamgroup.com 81
Natural Capital continued

Relevant CR&S material area goals and progress Continued


Outlook for
2016 – 2020 objectives ​ 2020 target ​ 2017 achievement ​ 2020 target
Goal: Sustainable development and use of land-based ecosystems (Material area: Land) Continued
No community based 100% of Olam-managed Addressing historic claim at On target
conflict on Olam-managed plantations, concessions and Laos coffee plantation.
plantations, concessions farms to have implemented their All grievances on plantations in
and farms FPIC process and their Social Gabon in process or resolved
Action Plan. – see Grievance log on
olamgroup.com for detail. (As of
February 2017 anonymous
​ ​ claims can also be submitted.)​ ​
Reduce indirect land 100% of third party supplier All priority products are working On target
impacts from third-party volume complies with the with suppliers to implement the
farmers and suppliers Supplier Code based on a Supplier Code.
prioritised product approach. 70% of priority product volumes
Priority products: cashew, procured by origins in FY17 are
cocoa, coffee, cotton, hazelnut, covered by the Code.
​ palm, rubber. ​ ​
Goal: Sustainable use of water resources (Material area: Water)
Increased water use New science-based water Science-based targets have On target​
efficiency in Olam’s direct targets for 2020 to be been developed based on
operations developed in 2017. water risk assessments.
Improvement plans to be
​ ​ created during FY18.​ ​
​ 10% reduction in process water Water consumption intensities Exceeded target​
intensity in Olam Tier 1 factories for Tier 1 facilities are monitored
from 2013 baseline which was on a monthly basis.
3.1 m3 (tonne).

FY17 = 2.24 m3 (tonne) - a 28%


​ ​ improvement on FY13. ​
Increased water 100% of priority supply chains Assessed water risk of OLC On target​
use efficiency in priority to have Water Resource programmes, training over
supply chains Management plans. 141,390 smallholders on
sustainable water management
​ ​ activities. ​ ​

1. World Bank State of Electricity Access Report 2017

82 Olam International Limited Annual Report 2017


Intellectual Capital

If we are to truly re-imagine the global agri-sector then


Intellectual Capital must be prized and nurtured across
our entire business from the farm, through trading, to
logistics and processing.
This is made possible by the skills and competencies ground experience of our talent base, particularly in the
inherent in our Human Capital, as well as dedication to tough-terrain emerging markets where they have grown
talent attraction and retention. But we must also recognise highly profitable businesses. Through the ‘The Olam
that as the world continues to experience rapid changes Way’, we have carefully applied our Intellectual Capital to
driven by technology, the farms and factories of the future build a highly defensible business where we have a
may not look like those of today and that new skills, unique participation portfolio.
competencies and Intellectual Capital will be required.
Intellectual Capital – desired outcomes
Intellectual Capital is defined by the International
Integrated Reporting Council as organisational, • Consistently out-perform the sector through strategy
knowledge-based intangibles including intellectual and innovation
property, such as patents, copyrights, software; • Partner of choice for customers through differentiation
organisational capital such as tacit knowledge, systems • Agile business to maximise emerging trends and adapt
and protocols; and intangibles associated with brand and to rapidly changing business environment
reputation – we have extracted the latter as a separate • Sustainable sourcing scaled much more quickly
capital given its importance. At this stage we are still • Brand equity and reputation grows
considering impact accounting methodologies over and • Inspired employees strive for more
above financial reporting.
• Employer of choice
A critical contributing factor to our Intellectual Capital • Become trusted implementation partner for
has been our focused strategy and differentiated customers, NGOs, development finance institutions,
business model, coupled with the strength and on-the- governments etc.

Supporting Intellectual Capital - The Olam Prize for


Innovation in Food Security 2017
“Winning the Olam Prize was an honour. It’s great to see that private
sector companies like Olam are supporting research that could
positively impact the lives of farms in Senegal. The Prize money will
help us build awareness of our durum wheat discovery so that more
farmers are able to adapt to a changing climate while also boosting
their incomes and creating an additional source of food.”
Dr Filippo Bassi
ICARDA

Dr Filippo Bassi (third from left) and team from the International Centre for Research in Dry Areas (ICARDA). They won
the Olam Prize for Innovation in Food Security in 2017 for using non-GM molecular breeding techniques to develop a
set of durum wheat varieties that can withstand constant 35-40 degree heat along the savannah of the Senegal River
basin. The break-through could potentially boost the income for 1 million farming families.

Intellectual Capital created FY17


FY17 ​

2 new R&D / Innovation Centres (USA and Gabon) ​


3 patents granted (57 pending) ​
Olam AtSource product development ​
Over 50 information technology initiatives started ​
US$50,000 prize for Innovation in Food Security award granted to ICARDA team​ ​

olamgroup.com 83
Intellectual Capital continued

Management approach Of critical importance is how technology can drive the


pace of change so badly required among smallholder
• Identify and focus on long-term drivers of intrinsic value
supply chains. With more than 4 million farmers in our
• Follow the Olam Way 2.0 (see Group CEO Review)
indirect sourcing network, very few companies have the
• Support and strengthen governance, and risk systems same number of touch points through which to cascade
and processes to enable Intellectual Capital to grow change. The DTF identified 4 key areas:
responsibly. Equally improve operational excellence
and project management processes • Increasing the opportunity to sell directly to Olam
rather than having to go through intermediaries (see the
• Live values of being a disruptor and entrepreneur while
Olam Direct story on page 30)
assessing and monitoring risk exposures within risk
appetite and tolerance • Improving yields through crop analysis and best
practice guidance
• Advance digital across the business to enable better
integrated thinking through sharper and more holistic/ • Empowering farmers by creating a conducive
integrated analysis environment for the exchange of information – now
possible with just a mobile phone if the right
• Listen to stakeholders, apply learnings
infrastructure is in place
• Continuously invest in growing the knowledge of
• Improving farmers’ access to technology, particularly
employees (new Olam Learning Academy) through
through mobile phones which in turn can bring access
internal programmes and external experts
to wider banking services and financial inclusion.
• Invest in Research and Development for new products
and sustainable solutions Challenges include:
• Drive Communities of Practice to achieve respective • Culture: success of digitalisation requires a big ask of
visions through enhanced competencies (e.g. World’s all stakeholders in terms of being open amid change
Best Planter, World’s Best Trader) and being receptive to new ideas
• Develop partnerships with research institutions and • Infrastructure development: requires working closely
other expert organisations to expand Intellectual with Telecoms suppliers and governments need to
Capital base. These include Agropolis Foundation, invest in the infrastructure base. Even SMS networks
CSIRO, Center for Land-Based Learning, ICARDA, are good enough as a starting link to many services.
Temasek Life Sciences Laboratory, University of • Through collaboration we can increase the pace of
California, Davies and many more change – and potentially have wider economic benefits
• Ensure employees uphold the Olam Code of Conduct as local hotbeds of tech savvy communities establish
which stipulates protection of Olam’s Intellectual themselves and come up with even more solutions.
Property and equally that Olam will respect the
Intellectual Property rights of third parties From smart phones to Smart Farms
• Explore additional methodologies to better account for • We are developing an autonomous technology called
Intellectual Capital, especially Olam’s intellectual Vertebrate Pest Detection and Deter System (VPDad)
contribution in partnerships. for detecting and sustainably deterring animals like
elephants from destroying crops. It is being developed
Challenges and influencing factors in 2017 in collaboration with the Commonwealth Scientific and
• New skill-sets increasingly required – e.g. data Industrial Research Organization of Australia (CSIRO).
analysts, application developers The technology uses several reactive ‘sense-and-deter’
• The major challenges facing the sector, particularly for nodes that emit sounds and lights, warning animals
Natural and Social Capital impacts, require much away from plantations without harm.
greater pre-competitive collaboration which must be • AgriPal, a mobile app, is being developed to capture
carefully managed to protect Intellectual Capital real-time data on the ground to monitor worker
• Increasing cyber security threats productivity, crop production and quality, as well as
nutrient and palm stress, enabling fast response.
• Upgrading legacy systems for improved operational
excellence. • The LeBamba Analytical Services Laboratory (LASL) in
Gabon was constructed as a strategic move to further
Using digital to re-imagine agriculture for enhance our Research and Development capabilities.
smallholders It is planned to be the most state-of-the-art R&D centre
in Africa. Phase 1 includes the analytical lab – water,
Digitalisation was identified as a vision enabler so the fertiliser, soil and nutrients, tissue culture lab and
Digital Task Force was established in 2017. Together with sections of seed production, breeding, agronomy and
IT, it supports the business to realise disruptive ideas and precision agriculture.
operational efficiencies, offering new revenue streams
and cost savings through automation, e-commerce and
sustainable sourcing.

84 Olam International Limited Annual Report 2017


Olam
From AtSource – harnessing
smart phones to SmartIntellectual
Farms Capital from across the business
Our Core Purpose
• Manually checking of Re-imagining
the progress of Global Agriculture
individual oil •OnTothe principle
better manage of transparency:
hundreds of workers in plantations
opens
palmup the across
trees valuable opportunity
thousands to createis highly
of hectares @ AgriPal captures real-time datamaterial,
to monitor worker
• Collating data and KPIs that are relevant
differentiated
time intensive. Intellectual Capitalcaptured
Using images for Olam.by an productivity, crop production and quality, also
and verifiable in order to track and guide
Unmanned Aerial Vehicle (UAV),
By embedding sustainability in our commercialthe Olam Digital assessing soilinitiatives
sustainability moisture,for temperature, nutrients
different products in and
Team developed technology to feed
activities, refining our social and environmental these images to plant stress.
many origins Other benefits include reduced fuel
a Drone Imaging Platform powered
policies, and developing our data management by Olam costs for supervisors who are no longer travelling
• Footprinting our products with auditable methods
Analytics. The
capabilities, UAVs
we are are able
evolving ourtobusiness
monitor model
plantation
to across the plantations day in, day out.
• Packaging the key information for our customers
operations
capture value.at the same time every month or year and • To date there has been no analytical laboratory
in a compelling and easily accessible way
make proactive decisions based on the results of the in Africa that can provide reliable analysis with
In Image
2017, we started Benefits
Analytics. to develop AtSource,
include a major
detection of illegal • Communicating both the challenges and
consistent results and within acceptable cost
innovation in sustainable product delivery
activity in High Conservation Value Areas, which
accurate opportunities of Olam’s complex world.
structures. As part of the Olam Gabon Centre of
enables Olamand
crop count andyield
our customers
estimation,toandtrack product
early warningon
a path from responsible sourcing through
of agronomical abnormalities difficult to spot in to a net OnExcellence programme,
the principle of systemic theimpact:
LeBamba Analytical
Services Laboratory (LASL)1 was opened – Africa’s
positive
58,000impact on people
ha of planted and planet (see page 16).
oil palm. • Generating a detailedresearch
understanding of the
most state-of-the-art and development
For
• The Olam, the development
Vertebrate of AtSource
Pest Detection and Deter hassystem
generated sustainability dimensions of our supply
centre. Phase 1 of the Centre of Excellence chains to
includes
and disseminated
(VPDaD), sustainability
developed knowledge
in cooperation from top to
with the catalyse partnerships with customers and with
the analytical lab – water, fertiliser, soil and nutrient other
bottom of our organisation,
Commonwealth Scientificacross 4 net positive
and Industrial Research partners to achieve our goals.
testing, a tissue culture lab, and sections on seed
principles,
Organizationand by its nature(CSIRO),
of Australia and expansion
consistsinto
of other
products
Onproduction,
the principlebreeding, agronomy and precision
of regenerative action:
several will continue
reactive to do so:
sense-and-deter nodes that emit agriculture.
sounds and lights scaring elephants and other • Promoting a systematic focus across our
Oncreatures
the principle
awayoffrommateriality:
plantations without harm. AtSource products on key management practices
• Understanding the expectations of stakeholders in that contribute to incremental improvements
sustainable supply chains (e.g. peers, customers in performance.
and civil society) • Creating a framework for producing net positive
• Understanding the evolving global sustainability products, which contribute to prosperous farmers,
standards in our sector thriving communities and healthy ecosystems in
• Assessing how Olam can build a competitive living landscapes.
advantage through differentiated sustainable AtSource has also helped Olam to upgrade our
products contributing to positive impacts beyond capability to use digital technology to enhance
compliance at farm level and at scale. transparency, inform decision-making and support
collaboration with partners.

Olam Farmer Information System – detailed mapping of smallholders


Individual smallholder farms in remote rural regions By end of 2017
can now be GPS mapped and surveyed via an • Implemented across 23 countries with 162,500
Android app with the uploaded data harnessed to farmers registered
provide tailored support for smallholders and more
• 93,300 farms mapped in detail
precise details to customers who need to make critical
choices about financial interventions, such as agri- • Aiming to reach 500,000 Olam farmers by 2020.
training, school or healthcare infrastructure.
• For cooperatives and farmer groups: commercial
management services to better manage stock,
creditor and debtor levels
• For smallholders: detailed farm mapping for
more tailored support including individual farm
management plans, text advice and mobile
payment wallets
• For customers: improved transparency and
intervention insight to reduce supply chain risk and
improve funding efficiency.
Cocoa farmer in Nigeria being shown how to use Olam
Farmer Information System.

olamgroup.com 85
Intangible Capital (Brand)

In the very broadest sense, a brand is the focus for all the
expectations and opinions held by customers, employees
and other stakeholders about an organisation and its
products and services.
In 2017 Brand Finance ranked Olam 19th out of 100 Intangible Capital impacts in 2017 include:
Singapore companies in its Brand Strength Index, giving • Appointment of CEO Sunny Verghese as Chair of the
an A-rating. Aside from financial performance, other World Business Council for Sustainable Development
factors contributing to Olam’s brand equity include:
• Multiple Awards:
• Emerging market insights, especially in Africa, after • SIAS Singapore Corporate Governance Award –
28 years of operating in developing countries Best Company in Consumer Staples
• Unique farmgate presence to support improved • Top 20 company in Singapore Corporate
practices and gain farmer loyalty Governance and Transparency Index (SGTI)
• Leadership in sustainability • IR Society UK – Award for ‘Most effective integration
• The Olam Way business model of sustainability into corporate communications’ 2017
International category
• Our brands, particularly in the Packaged Foods
Business and Olam Cocoa. • Singapore Apex Corporate Responsibility Awards
(Global Compact Network Singapore) – Corporate
Intangible Capital – desired outcomes Sustainability Award – Large Organisation
• Brand equity increases • Ethical Corporation Responsible Business – OFIS
• Known for being a responsible company Highly Commended Most Sustainable Innovation
• Reduced cost of capital due to lower risk • ASEAN Business Awards – Runner Up Inclusive
• Stakeholders feel comfortable partnering with us Business
• Employees are proud to work for us. • Corporate & Financial Awards – Bronze for
Best Printed Report – International category
Management approach • CDP Awards – Best performance across
• Robust systems and processes to minimise risks and programmes (Hong Kong and South East
reputational threats (see page 84), summarised in the Asia region)
Olam Code of Conduct • APEDA (India) Export Award (bronze)
• Extensive direct stakeholder engagement and • Agreement with the NGO Mighty Earth regarding
transparent approach on issues deforestation definitions and allegations
• Consistent corporate communication that helps • As per our Code of Conduct and Anti-Bribery and
stakeholders understand our business and the Corruption (ABC) Policy, we reinforced the importance
challenges we face of ABC with employee training commencing in
• Multiple leadership positions on industry platforms and December 2017 reaching 3,500 people and continuing
associations including World Cocoa Foundation, RSPO, into 2018.
Sustainable Rice Platform etc
• Emphasis on Anti-Corruption and Bribery policies,
as well as whistle-blowing procedures.

Challenges and influencing factors in 2017


• NGO reports on deforestation in smallholder supply
chains (see Confectionery and Beverage Ingredients,
page 50)
• Traditional and social media landscape is less
discerning in some countries regarding veracity
of statements
• Constantly evolving reporting standards (note: in
addition to this report, Olam has also submitted Olam Progıda in Turkey won 2 awards: An Efficiency Prize
a separate Global Reporting Initiative (GRI) report - from the Ministry of Science, Industry & Technology, and
see olamgroup.com). a prize from the NGO ‘Kalder’.

86 Olam International Limited Annual Report 2017


Manufactured Capital

Investment in warehousing, road infrastructure,


processing and other assets are essential to deliver quality
products reliably to our customers around the world.
This can impact on financial capital in the short term but Challenges and influencing factors in 2017
is essential for generating longer-term value. New
• Requirement to reduce fixed capital intensity during
developments must be undertaken in line with Social and
agri-sector down cycle
Natural Capital principles and regulations, reducing
• Increased demands from customers for reduced
negative impacts wherever possible.
environmental footprints in manufacturing and logistics
Manufactured capital – desired outcomes • Continuing to integrate acquisition sites.
• Safe foods for customers and consumers Improvements across supply chains
• Safe workplaces, machinery and transportation • Australia Almonds introduced new Weed Seeking
• Globally competitive farming, processing and logistics Technology using infra-red cameras to sense the
capabilities aligned to commercial objectives presence of weeds which then activate the sprayers,
• Procurement efficiencies and economies of scale only applying herbicides in areas where weeds are
• Capturing additional value through quality and present. This technology reduces chemical spraying by
innovation. 28% reducing impacts on financial and natural capital.
• As part of its continuous improvement programme,
Approach Olam Cocoa initiated the replacement of a number of
• Continuous improvement and upgrade initiatives to legacy systems to improve visibility, efficiency and
drive capital productivity and cost efficiency procedures between major locations across Europe,
• Vertical integration between crop production and the Americas, Africa and Asia. This will support its
processing for quality, safety and cost advantages strategy of being a global integrated supplier and
• FSSC 22000 or BRC certification for food processing sector leader in traceable and sustainable cocoa.
• Ongoing investment in farming and manufacturing • The Monapo cashew processing unit in Mozambique
technologies and equipment introduced 70% mechanisation in shelling and 100%
• Replacement of manual systems by maximising mechanisation in sorting and grading, but without
technology for improved accuracy, real time knowledge human and social capital trade off. It maintained its
and efficiencies e.g. barcode driven plant maintenance workforce of over 1,500 casual workers by assigning
app through SAP for maintenance, spares inventory them to other sections within the processing factory.
and verification of fixed assets. Mechanisation has increased efficiencies and doubled
production in the factory with plans to upgrade the
entire facility to 100% mechanisation.

Manufactured Capital FY17 vs FY16


FY17 FY16 comparison
Supporting offices and networks in 66 countries 70​
Supporting 143 primary and 67 secondary 135 primary and 69 secondary
processing plants (reclassification)​
New Animal Feed facilities in Nigeria​ ​
4 cargo vessels chartered ​
2 new Innovation Centres​ ​
New Olam International Headquarters in Singapore​ ​

olamgroup.com 87
Manufactured Capital continued

• 4 cargo vessels are now chartered by Olam Chartering


under a Joint Venture company called Stamford Manufacturing Operations and Procurement
Panasia1. The ships will help to hedge against short Transformation programme
freight positions and being relatively new are lower on
sulphur and fuel emissions. Manufacturing Operations and Procurement plays
a key role in supporting Olam’s vision. Four key
• 1 new food processing site achieved certification in
value drivers support the business agenda and
2017 – Nutrifoods Biscuits (Ghana) became the first
deliver value: (i) Achieving Safety, Health, Quality
biscuits manufacturing facility in West Africa to be
& Supporting Sustainability (SHQ&S) leadership
FSSC certified. 72% of relevant food processing
(ii) Enabling business growth (iii) Driving capital
facilities are now FSSC 2200 or BRC certified.
productivity & (iv) Improving cost efficiencies.
Factory of the Future We have instituted a transformation programme,
The Digital Task Force and Manufacturing and Technical centred on establishing an Olam operating model in
Services (MATS) function collaborated to see how tech manufacturing operations and procurement and
can be applied to improve quality, consistency, machine achieving global excellence. The journey to
efficiency and cost reduction. Projects included: best-in-class will follow an integrated roadmap
Yield improvement through Internet of Things (IOT) and across several key initiatives and help achieve
data analytics: For example, avoiding over-drying in excellence in these 4 value drivers. Strategic
processing by optimising moisture. roadmaps are being developed for all areas and
the theme for 2018 will be focused on laying the
Production loss reduction through predictive foundations and building superior capabilities.
capabilities: Motor breakdowns can be avoided using
SMART sensors which help in predicting failure using IOT
and data analytics. In the Malaysia Dairy plant, SMART
sensors were installed on critical motors, helping to
prevent breakdown and production loss.
Ensuring electrical system (transformer) reliability
through condition monitoring: Transformers are critical
elements of the electrical system in manufacturing units.
The SMART sensor provides visibility with respect to the
health of the transformer thereby ensuring reliable power
supply throughout the year.

1. 49% Olam
Martial Gention joined Olam in 2017 as the new
Global Head of Manufacturing & Technical Services

Relevant CR&S material area goals and progress


Outlook for
2016 – 2020 objectives 2020 target 2016 achievement 2020 target
Goal: Safe and reliable foods for our customers
Food processing facilities 100% of relevant processing Percentage of certified plants On target
meet international quality facilities to be FSSC 22000 has increased from 82% to 84%
and food safety standards or BRC certified. based on the number of sites as
considered for FY16. However,
following reclassification, the
number of relevant sites has
now increased from 57 to 67,
making the percentage of
certified plants 72%.
The remaining sites should
achieve certification over the
next 2 years.

88 Olam International Limited Annual Report 2017


Risk Management

Olam has a rigorous risk management framework designed


to identify and assess the likelihood and impact of risks,
and to manage the actions necessary to mitigate impact.​
The process identifies risks from a top-down strategic • Risk limits are set as part of the annual budgeting
perspective and a bottom-up business perspective. cycle, which are presented to the Board for approval.
Overall responsibility to monitor and assess risk lies with These limits – outright, basis, structure, arbitrage and
Olam’s independent risk function (Risk Office). Value-at-Risk (VaR) as well as credit and counterparty
We take a holistic approach to enterprise-wide risk, limits – are set based on various factors such as risk
monitoring across each value-chain step and a wide versus return, volatility of past earnings, adherence to
range of both quantifiable and non-quantifiable risks. limits and maximum loss limits derived from scenario
and stress-testing. The number of years in business,
Risk Governance Structure strength of the management team, prevailing market
conditions and the macro-economic outlook are
• Olam has an institutionalised process in the
also considered.
governance of risk management matters: our Chief Risk
& Compliance Officer (CRCO) is a member of the • The CRCO is mandated to allocate the risk capital
Executive Committee and reports to both the CEO and across businesses considering the competitive
the Chair of the Board Risk Committee (BRC), which position, trading and market conditions and the track
comprises the Executive and Non-Executive Directors. record of each business. Performance is continuously
monitored, and risk capital allocation is recalibrated
• The BRC is also supported by the Executive Risk
where necessary. The assigned limits are set at all
Committee (ERC). The ERC comprises key executives
levels of hierarchy within the structure, i.e. at business-
from the senior management team who support the risk
unit level, value-chain step level and at profit-centre
governance process by promoting risk culture, approving
level, as well as any other limits the Risk Office
large exposures and mediating large breaches.
deems appropriate.
• The Risk Office reports to the CRCO and is responsible
for identifying, assessing, measuring and monitoring
risks, to provide Olam’s senior management and the
Board with assurance that all the risks borne are within
our risk tolerance. The Risk Office is responsible
for risk monitoring and control on an independent
basis and undertakes regular stress-testing of the
company’s portfolio.

Olam Risk Architecture Development


Olam Risk Policy
Risk Appetite

Alignment to strategy
3 Year Strategic Plan Annual Risk and P&L Budgets

Risk aggregation and Enterprise Risk Scorecard Group Risk Dashboard Risk Reporting & Stress
monitoring (51 Risk Events) (16 Risk Events) Testing
Qualitative assessments of Quantitive downside calculation Monitoring of limit adherence
risk impact and likelihood and stress test

olamgroup.com 89
Risk Management continued

Enterprise Risk Management


Olam’s Enterprise Risk Management framework defines 51 individual risks across 11 categories.

Of the 51 risks, 16 are evaluated on a quantitative basis and represented in the company’s Group Risk Dashboard
(GRD), the output of which is presented to the BRC each quarter. This report allows segmental analysis of earnings
sensitivity for 12 of the 16 quantifiable risks at Cluster level, business unit level and at the value-chain step level and
the remaining four at the company level.

The Enterprise Risk Scorecard (ERS) is the result of an assessment of each of the 51 risks for likelihood of occurrence
and impact. Each risk is evaluated for each Business Unit both on an inherent and residual basis using a traffic-light
system of red-amber-green. Inherent risks are the threats that an activity poses in the absence of any mitigating factors
in place; residual risks are those that remain after mitigations are considered.

The ERS is also presented to the BRC on a quarterly basis which, in conjunction with the GRD assists the Board with
(i) examining the effectiveness of the Olam’s risk management plans, systems, processes and procedures and
(ii) reviewing company-wide risk policies, guidelines and limits, as well as risk exposure and risk treatment plans. The
Board is responsible for approving the overall risk capital of the company at the start of the financial year. Risk capital,
expressed as a percentage of the equity capital of the company, refers to the maximum potential loss if all the trading
risks across all product-types and geographic regions materialise at the same time.
Key controls and mitigations How Olam is positioned

Trading risks Trading risks are controlled by regular monitoring of positions using industry-standard metrics.
The annual risk budgeting process defines position and risk metric limits to control exposures.
Olam hedges price risk on the world’s commodities exchanges, both through derivatives
and tendering.
Operational risks Field operating control and primary sourcing infrastructure are in place in every country where
Olam operates.
Our credit/counterparty rating system defines credit limits and controls, promoting
fragmentation of credit exposure on short tenors.
Insurance is taken to provide inventory cover as well as credit defaults.
Currency risks Olam operates in many geographies and is therefore exposed to many different currencies.
G7 currency hedging is performed by a centralised Treasury function and local currency limits
in the origins and destinations are assigned to accommodate operational requirements.
Agricultural risks We aim for transparency with stakeholders, addressing issues as they arise but also seeking
to improve wider understanding of issues in agri-complex – we make information available
Political & Sovereign risks We have a deep-seated presence in many countries of operation, built over many years, and
have consequently gained substantial knowledge of local practices. We maintain global
political risk and terrorism risk insurance.
Regulatory & Compliance risks The Market Compliance Office is a global function whose primary role is to ensure that Olam is
fully compliant within all external regulation.
Capital Structure & Financing risks Olam has a strong base of long-term shareholders. We maintain strong banking relationships
providing committed banking lines, thereby assuring good liquidity.
Natural Perils Olam maintains insurance cover against risk of natural disasters, such as flood, fire,
earthquake and storms.
Other risks Succession plans are in place to provide a second line of leadership from with the Company’s
Operating Committee and Management Committee. The Group employs IT security experts,
as well as having in place IT cybersecurity infrastructure.
Strategic risks All strategic risks are overseen by the offices of the CEO and COO, and by the
Executive Committee.

90 Olam International Limited Annual Report 2017


The oversight of each of the 51 risks is divided among the 5 Board Committees (Risk Committee, Audit Committee,
Capital & Investment Committee, Corporate Responsibility & Sustainability Committee and Human Resources &
Compensation Committee).
Human Resources
Capital & Investment Corporate Responsibility & Compensation
Risk Committee Audit Committee Committee & Sustainability Committee Committee

Trading risks: Operational Risks: Operational Risks: Reputational Risks: Other Risks:
• Price Risk • Stock Risk • Project Execution Risk • Social Risk • Key Person Risks
• Basis Risk • Quality Risk • Asset Utilisation Risk – Labour
• Structure Risk • Fraud Risk • Social Risk
Capital Structure – Livelihoods
• Arbitrage Risk • Systems and Controls
and Financing • Social Risk
• Derivative Risk Failure Risk
Risks: – Food Safety
• Liquidity Risk Regulatory Risks: • Interest Rate Risk • Environmental Risk
Operational Risks: • Bribery/Corruption • Funding Liquidity/ – Land
• Credit Risk Risk Margin Call Risk • Environmental Risk
• Counterparty Risk • Other Regulatory Risk • Credit Metrics Risk – Water
• Currency Risks • Transfer Pricing Risk • Activist Investor Risk • Environmental Risk
• Taxation Risk • Short Seller Attack – Climate Change
• Transactional Currency Risk
Risk • Environmental Risk
Political and Cybersecurity and – Food Security
Sovereign Risks: Other Risks: Currency Risks: • Health and Safety
• Cybersecurity Risk • Translational Risk
• Duty, Tariff and
Export/Import Ban • IT Risk Currency Risk
Agricultural Risks:
• Asset Nationalisation Risk
• Weather Risk
• Selective Discrimination Risk
• Pests and
• Forced Abandonment Risk Diseases Risk
• Terrorism/Kidnapping Risk • Agronomy/GAP
Regulatory Risks: (Good Agricultural
Practices) Risk
• Market Compliance Risk

Natural Perils Risks:


• Fire Risk
• Flood Risk
• Earthquake Risk
• Hurricane/Typhoon/Storm Risk
Board – Strategic Risk Assessment

Risk Measurement Market Compliance Controls


• Olam continually upgrades our risk measurement • One of Olam’s key priorities is to comply with the highest
methodology in line with industry best practices. We standards of business conduct. The Market Compliance
focus on the measurement of quantity, dollar value, Office (MCO) is responsible for ensuring regulatory
diversified VaR and stress testing to determine potential compliance for the derivative trading units. The MCO
impact of adverse market events on the books. Analysis carries out regular trader training courses to ensure
of return drivers provides a clear attribution of returns familiarity with prevailing exchange rules globally and
against risk and allows an independent flagging of ensures that all new hires are comprehensively trained in
outsized or undesired risk. Olam’s Trading Compliance Manual.
• The VaR methodology calculates the potential loss
arising from the commodity price, credit, counterparty Risk Training and Communication
and currency risks to which it is exposed. • Olam has laid out risk policies that guide newcomers on
• Market risk (i.e. commodity price risk and currency risk) the risks they will be required to manage and the risk
VaR is calculated over a one-day time horizon with a systems that require timely and accurate reporting. The
95% confidence level for each product in the portfolio. Risk Office frequently presents to the Olam’s most senior
Credit and counterparty risk VaR may be computed by management bodies, the purpose of which is to enable
applying default rates (based on counterparty ratings) the continual reinforcement of the control environment
and underlying commodity volatilities as appropriate. and alignment of risk culture and awareness across the
company. From time to time, the Risk Office publishes
advisories on pertinent matters to raise awareness and
to promote industry best practices.

olamgroup.com 91
Engaging stakeholders to re-imagine agriculture

Olam has a vast global network of stakeholders: customers,


farmer suppliers and their communities, investors,
employees, NGOs, financiers, foundations, trade bodies,
industry platforms and governments. Business units,
functions and country teams interact with them every day.
As an agricultural company, how we manage social and We recognised that we needed to better align our
environmental issues are common questions from across material areas with the 9 planetary boundaries, as well as
the stakeholder spectrum. We have a dedicated consider the Capitals under integrated reporting. In
Corporate Responsibility & Sustainability (CR&S) addition, we must also consider the targets of the UN
Function, as well as sustainability experts embedded in Sustainable Development Goals, the UN Global Compact,
businesses across the world. Achieving our CR&S stakeholder priorities, reporting standards such as the
ambition to be a net positive company requires the Global Reporting Initiative and, of course, individual
support of stakeholders in strategic alliances and Business Unit priorities. The learnings and stakeholder
partnerships to catalyse system change together. feedback from the development of Olam AtSource and
We consult on a regular basis on policy consultation, (e.g. the Olam Landscapes Policy have also had considerable
the Living Landscapes Policy), on implementation of High influence. See the Group CEO Review for an overview of
Conservation Value (HCV) and Free Prior & Informed new CR&S framework with 10 Material Areas which were
Consent Procedures (FPIC), through stakeholder events, developed in 2018.
or in response to reports and questions. By listening and Reporting against the current 7 Material Area goals and
discussing issues together we share understanding of our targets are listed under the Relevant Capitals as follows:
business, learn, and often find opportunities for • Social: Livelihoods, Food Security
partnerships.
• Natural: Land, Water, and Climate Change
The vast majority of our stakeholders want to achieve the • Human: Labour
same outcomes as Olam – profitable farms and farming • Manufactured: Food Safety (owned by Manufacturing
systems, thriving rural communities and regeneration of & Technical Services)
the living world – even if we don’t always necessarily
agree on the exact way forward. Throughout this Additional CR&S priorities during 2018
report we have aimed to transparently cover notable • Olam Supplier Code: train Business Units on new
engagements and stakeholder concerns in the last year. topics, implement revised risk-based processes and
(See Confectionery and Beverage ingredients pages embed AtSource supply chain assessment across
50 to 53; Food Staples and Packaged Foods pages businesses
54 to 57 and Industrial Raw Materials pages 58 to 61.) • Olam Plantations, Concessions and Farms Code:
A tabular overview of our stakeholder engagement is review to include new material areas, develop/
available in our 2017 Global Reporting Initiative (GRI) implement action plans and report on progress
report on olamgroup.com.
• Olam Landscapes Policy: establish advisory group,
In 2017, we also undertook more detailed mapping and continue to assess deforestation risk for priority
prioritisation of our stakeholders at an international and products and regions, mapping high risk suppliers
national level, to understand how we could better • Accelerate impact of Business Unit-wise CR&S
communicate and manage relationships. This activity will strategies with 2030 targets and milestones
be continued in 2018, working with individual Business
Units, Countries and Functions.

Sustainability Strategy and Materiality


During 2017 we began a review of the over-arching
sustainability strategy. This was brought into sharper
focus with the launch of the new purpose: Re-imagining
Global Agriculture : Growing Responsibly.

92 Olam International Limited Annual Report 2017


Mapping SDG targets material to Olam’s business
As part of the CR&S strategy refresh, and analysis of our current material areas, we have also reviewed the specific
targets of the 17 UN Sustainable Development Goals. Of the 167 targets, we identified around 55 (allowing for some
overlaps) that are material to our business to a greater or lesser degree. We have then assessed them against our
ability to influence the target as well as stakeholder priority. We have also started to look at the targets in terms of
identifying opportunities to innovate and lead. This process will feed into our continuing work on our refreshed CR&S
framework for 2018 onwards. Our Global Reporting Initiative report on olamgroup.com also gives insight and analysis
of our material areas grouped according to the appropriate GRI topic.
Issue is important but others have
Issue is important to Olam and we can Issue is important to Olam, we can Issue is important to stakeholders greater influence than Olam,
influence target. Key priority for influence delivery of target, but is but Olam has less influence to deliver stakeholders see issue as lower
stakeholders : second tier of priority for stakeholders the target priority for Olam

1.2 Reduce poverty 3.3 End epidemics 1.2. Eradicate extreme poverty 1.3 Implement social protection
1.5 Resilience to shocks 3.6 Reduce traffic accidents 4.1 Ensure free education 2.c Functioning of food
commodity markets
2.3 Farmer productivity 6.3 Improve water quality 6.b Community engagement 4.2 Access to early childhood
on WASH development
2.4 Sustainable agriculture 8.2 Increase economic 8.6 Reduce youth 9.4 Upgrade infrastructure
productivity unemployment
4.4 Increase enterprise skills 8.10 Financial Services 10.1 Income growth 10.7 Facilitate
for all responsible migration
5.A Ensure women’s economic 12.4 Management of 12.3 Reduce food loss 13.3 Capacity for climate
participation chemical use response
6.1 Access to water 13.a Climate change mitigation ​ 15.9 Eco-system values in
govt. planning
6.2 Access to sanitation 14.1 Prevent land marine ​ 15.a Finance for eco-system
pollution from activities conservation
6.4 Water use efficiency 15.3 Combat desertification ​ 15.b Finance sustainable forest
and sustainable withdrawal management
7.3 Improve energy efficiency 15.5 Reduce loss of biodiversity ​ 17.1 Strengthen tax capacity
8.1 Sustain per capita 15.7 Protect flora and fauna ​ 17.3 Financial resources
economic growth for development
8.7 Eradicate forced labour 17.7 Access to ​ 17.5 Investment
environmental technology promotion regimes
8.8 Promote labour rights ​ ​ 17.9 Capacity building for
and safety national sustainable
development
12.2 Sustainable natural resource ​ ​ 17.14 Policies for sustainable
use development
12.6 Corporate ​ ​ 17.15 Policies for poverty
sustainability reporting eradication
13.1 Strengthen resilience ​ ​ 17.18 Capacity building
to natural disasters for data
15.1 Conserve/restore eco- ​ ​ ​
systems
15.2 Protection of forests ​ ​ ​
16.2 End violence ​ ​ ​
against children
16.5 Reduce corruption ​ ​ ​
17.11 Developing ​ ​ ​
country exports
17.16 Partner for ​ ​ ​
Sustainable Development
17.17 Promote effective ​ ​ ​
partnerships

olamgroup.com 93
General information

This General Information is intended to help readers understand the bases of


our financial reporting and analysis contained in this Annual Report 2017.

Important changes 5 business segments 18 platforms

Edible Nuts, 1. Edible Nuts (cashew,


Change in fiscal year-end to 31 December Spices and peanuts, almonds, hazelnuts,
In 2015, the Company (Olam International Limited) Vegetable pistachios, walnuts, sesame
changed its fiscal year-end from 30 June to 31 Ingredients and beans, including pulses,
December. With this change, the Company’s fiscal year lentils and peas)
2015 (FY2015) was an 18-month period from 1 July 2014 2. Spices and Vegetable
to 31 December 2015. Starting with 2016 (FY2016), the Ingredients (including
Company follows a January to December fiscal year. pepper, onion, garlic,
To facilitate like-for-like comparison, the financials are capsicums and tomato)
presented in the Financial and Performance Highlights on
Confectionery 3. Cocoa
pages 22 to 27 and the Group COO’s review on pages 36
and Beverage 4. Coffee
to 66 for the years between 2013 and 2017, from January
Ingredients
to December in each year, unless otherwise indicated.
Food Staples and 5. Rice
Changes in accounting standards, policies and Packaged Foods 6. Sugar and Sweeteners
restatements 7. Grains and Animal Feed
The Group has adopted all the new and revised 8. Edible Oils
standards which are effective for annual financial periods 9. Dairy
beginning on or after 1 January 2016. These include 10. Packaged Foods
Amendments to FRS 16 and FRS 41 Agriculture: Bearer Industrial Raw 11. Cotton
Plants and early adoption of FRS 109 Financial Materials, 12. Wood Products
Instruments. As a result of these amendments, the Ag Logistics and
Consolidated Balance Sheet of the Group as at 1 July 13. Rubber
Infrastructure 14. Fertiliser
2014 and 31 December 2015 as well as the Consolidated
Profit and Loss Account and Consolidated Cash Flow 15. Ag Logistics and
Statement for the 12 and 18 months ended 31 December Infrastructure (including
2015 have been restated. These amendments and other Gabon Special Economic
changes in accounting standards and their impact are Zone or GSEZ)
detailed in the Notes to Financial Statements. Commodity 16. Risk Management Solutions
Financial Services 17. Market-making,
Business segmentation and reporting (CFS) Volatility Trading and
For financial reporting purposes, we organise our 18 Asset Management
business platforms into five segments – Edible Nuts, 18. Trade and Structured Finance
Spices and Vegetable Ingredients; Confectionery and Note: The 2013-2016 results for the CFS segment do not include those of
Beverage Ingredients; Food Staples and Packaged Trade and Structured Finance.
Foods; Industrial Raw Materials, Ag Logistics and
Infrastructure (renamed from Industrial Raw Materials to
reflect the principal activities of the Gabon Special
Economic Zone within the segment); and Commodity
Financial Services. The table below shows the distribution
of platforms across these five segments.

94 Olam International Limited Annual Report 2017


In addition, we report our financial performance on the Net changes in fair value of biological assets: Records
various value chain initiatives across three value chain changes in the fair value of agricultural produce growing
segments as follows: on bearer plants and livestock
3 value chain segments Value chain activity Exceptional Items: One-off, non-recurring items,
Supply Chain Includes all activities connected including negative goodwill and related transaction costs,
with origination, sourcing, gain/loss on sale of assets/business, gain/loss on
primary processing, logistics, buyback of bonds, impairment loss, finance charges on
trading, marketing (including pre-payment of loans and non-recurring business
value-added services) and risk restructuring expenses. Tax expenses associated with
management of agricultural these items are also presented as Exceptional Items.
products and the CFS segment EBITDA: Earnings Before Interest, Tax, Depreciation and
Upstream Includes all activities relating Amortisation (EBITDA) which includes minority interest
to farming (annual row crops), and excludes Exceptional Items
plantations (perennial tree PAT: Net profit after tax
crops), Dairy farming and
forest concessions PATMI: PAT less minority interest
Midstream and Includes all activities relating to Operational PATMI: PATMI excluding Exceptional Items
downstream secondary processing, contract Total Assets: Total assets are net of trade payables and
manufacturing, branded accruals, derivative financial instruments (current
distribution, private label liabilities), provision for taxation, other current liabilities
activities and Ag logistics and and deferred tax liabilities
Infrastructure
Invested Capital (IC): Excludes cash and bank balances,
deferred tax assets, fixed deposits, other current/
Definitions of key financial metrics non-current assets (other than option premiums payable/
The definitions for the key financial metrics are as follows: receivable) and fair value of derivative assets on bonds
Sales Volume: Sale of goods in metric tonne (MT) EBITDA/IC: EBITDA on average invested capital based
equivalent. There are no associated volumes for CFS and on beginning and end-of-period invested capital
Ag Logistics & Infrastructure platforms.
Net Gearing: Ratio of Net Debt (gross debt less cash) to
Revenue: Sale of goods and services Equity (before fair value adjustment reserves)
Income: Includes sale of scrap materials, commissions Net Gearing (adjusted): Net gearing adjusted for readily
and claims income and fair value gain on investments marketable inventories that are liquid, hedged and/or sold
held for trading. Negative goodwill, gain on sale of assets forward, operating as near-cash assets on the balance
and other non-recurring, exceptional items which are part sheet, and secured receivables are supported by letters
of Other Income in financial statements are classified as of credit or documents through banks
Exceptional Items.
Free Cash Flow to Firm (FCFF): Operating cash flow less
Cost of Sales: Cost of goods sold, shipping and logistics, changes in working capital, cash taxes, capital
commissions and claims expenses and the net expenditures and investments
measurement of derivative assets
Free Cash Flow to Equity (FCFE): FCFF less net interest
Overhead Expenses: Employee benefit costs, paid
manufacturing overheads, travel expenses and other
direct expenses
Other Operating Expenses: Unrealised foreign exchange
gain/loss and other expenses

olamgroup.com 95
General information continued

Disclaimer Because these forward-looking statements involve


risks and uncertainties, there are important factors that
Certain sections of our Annual Report 2017 have been
could cause actual reports to differ materially from
audited. The sections that have been audited are
those expressed or implied by these forward-looking
set out on pages 12 to 84 of the Financial Report.
statements, including among others, competitive
Readers should note that legislation in Singapore
pricing and activity, demand levels for the products
governing the preparation and dissemination of financial
that we supply, cost variances, the ability to maintain
statements may differ from legislation in
and manage key supplier and customer relationships,
other jurisdictions.
supply chain sources, currency values, interest rates, the
Except where you are a shareholder, this material is ability to integrate acquisitions and complete planned
provided for information only and is not, in particular, divestitures, physical risks, environmental risks, the ability
intended to confer any legal rights on you. This to manage regulatory, tax and legal matters and resolve
Annual Report does not constitute an invitation to pending matters within current estimates, legislative,
invest in the Company’s shares. Any decision you fiscal and regulatory developments, political, economic
make relying on this information is solely your and social conditions in the geographic markets where
responsibility. The information given is as of the the Group operates and new or changed priorities of the
dates specified, is not updated and any forward-looking Company’s or its subsidiaries’ Boards. Further details of
statement is made subject to the reservation specified potential risks and uncertainties affecting the Group can
in the following paragraph. be found in the Offering Circular of the Group and its
subsidiary Olam Treasury on its US$5.0 billion Euro
Cautionary statement Medium Term Note Programme dated 16 March 2018.
This Annual Report may contain forward-looking
These forward-looking statements speak only as of the
statements. Words such as ‘expect’, ‘anticipate’, ‘intend’
date of this Annual Report. Except as required by any
or the negative use of these terms and other similar
applicable law or regulation, the Group expressly
expressions of future performance or results and their
disclaims any obligation or undertaking to release
negatives are intended to identify such forward-looking
publicly any updates or revision to any forward-looking
statements. These forward-looking statements are based
statements contained herein to reflect any change in the
upon current expectations and assumptions regarding
Group’s expectations with regard thereto or any change
anticipated developments and other factors affecting the
in events, conditions or circumstances on which any such
Group. They are not historical facts, nor are they
statement is based.
guarantees of future performance.

96 Olam International Limited Annual Report 2017


Stay up to date
olamgroup.com

@olam
Olam International Limited
7 Straits View
Marina One East Tower
#20-01
Singapore 018936
Telephone (65) 6339 4100
Facsimile (65) 6339 9755

olamgroup.com
Governance Report
Olam International Limited Annual Report 2017

Re-imagining
Global Agriculture
Governance Report Olam International Annual Report 2017 olamgroup.com
Our vision
To be the most differentiated and valuable global agri-business by 2040.

Our governing objective


To maximise long-term intrinsic value for our continuing shareholders.

This report is the first on our journey to develop a new model of reporting that provides
insight into how we create value over the long-term. We aim to communicate how
we identify, develop, preserve and deploy strategic assets in line with our company’s
purpose. A separate Global Reporting Initiative (GRI) report is available on our website
at olamgroup.com.

Contents About this report


Governance This Annual Report has 3 chapters. These can be read
1 Chairman’s letter independently; however, for the purpose of compliance they
6 Board of directors are intended to be viewed as a single document.
12 Corporate governance report
34 Corporate information
Governance Report
Shareholder information This section of the report gives detailed
35 Substantial shareholders information about our rigorous governance
36 Statistics of shareholdings framework and those responsible for ensuring
37 Notice of Annual General it is followed. Shareholder information is also
held within this chapter.
Meeting
Proxy form

Strategy Report
This chapter offers narrative about our
performance, strategy and market factors.
It can be read independently as an Executive
Summary or as part of the full report.

Front cover image: Financial Report


Factory of the Future initiative at Cafe
Our figures and respective notes are enclosed
Outspan Vietnam involves fixing Mobile
within this chapter. It should be read in
App based SMART sensors on critical
conjunction with the Strategy Report to give a
motors to help predict failures using
balanced account of internal and external factors.
Internet of Things and data analytics.
Read more on olamgroup.com
Chairman’s letter

Execution of
strategy delivers…
Amidst the challenges in 2017, in particular, the
continuation of volatile and challenging economic
conditions and ongoing complexity and uncertainty
at a geo-political and trade level, Olam recorded strong
growth in the year.

olamgroup.com 1
Lim Ah Doo
Chairman, Non-Executive and
Independent Director
Chairman’s letter continued

…growth and
resilience.
The performance is a testimony of the Company’s
strategy and implementation of key initiatives to
improve working capital efficiency and reinforces
the strength and resilience of its businesses.

olamgroup.com 3
Chairman’s letter continued

We remain confident of the long-term prospects of the agriculture sector,


seizing the many opportunities it presents to us, and focused on our
differentiated strategy which we believe will shape the future of our company.

Financial Performance Sustainability


Positive results were delivered across Olam’s key Sustainability and stakeholder engagement remain a
metrics in 2017. Operational PATMI grew by 18.6% core focus of all that we do at Olam and are embedded
to S$432 million, following a 23.1% increase in 2016. in our strategic planning and business implementation
EBITDA improved by 10.4% to S$1,328 million and Free processes.
Cash Flow to Equity exceeded S$1 billion. The company Olam now supports 363,000 smallholders helping them
also significantly reduced gearing to 1.46 times, down to improve practices. During the year, we also commenced
from 1.99 times in the prior year. development of Olam AtSource which will move us even
The company ended the year with a share capital closer to ensuring end-to-end sustainability across our
base that has expanded by S$586 million mainly supply chains and assist our customers to do so in years
from the conversion of warrants into shares by to come.
continuing shareholders. The company’s sustainability commitments and
In view of the performance, the Board of Directors has practices were recognised in a number of awards
recommended a final ordinary dividend of 4.0 cents per received during 2017. Olam was recognised by global
share, bringing the total dividend for the year to 7.5 benchmarking body CDP with an award for Best
cents per share, up from 6.0 cents per share in 2016. Performance Across Programmes for companies who
have sustainability programmes across climate change,
Strategic Progress water and forests. The company also received a
In 2017, the second year of our three-year strategic plan Singapore Apex Corporate Responsibility Award from
(FY2016 – 2018), Olam remained focused on pursuing the Global Compact Network Singapore for implementing
growth in prioritised platforms, working to turn around sustainable practices across its core operations and was
underperforming assets and ensuring gestating assets one of two finalists from Singapore to win Asia’s best
moved towards contributing at their full potential. Sustainability Report within Annual Report at the CSR
Works’ Asia Sustainability Reporting Awards.
Initiatives to release cash and improve cash flow generation
included the selling of 5,100 acres of edible nuts orchards
in California, partial divestment of 50% of FEA, which
owns an Indonesian sugar refining company, and “The performance is a testimony
repayment by associate GSEZ of a shareholder loan
following its sale of port assets and concession rights.
of the Company’s strategy and
Two task forces were also set up to continue focus on
optimising working capital and extracting cost efficiencies
implementation of key initiatives
across operations going forward. to improve working capital
In 2018, the Board and Management will continue to
execute the FY2016 – 2018 strategic plan, and will, within
efficiency and reinforces
the year, review and formulate a new strategic plan to the strength and resilience
further enhance performance and shareholder value.
of its businesses.”

4 Olam International Limited Annual Report 2017


Governance I also thank our shareholders for their continued trust
and support. Our stable base of continuing shareholders
In 2017, the Board continued to provide oversight on the
has enabled us to take a long-term view of our business,
company’s strategy, performance, capital allocation, risk
and at the same time, generate returns, cashflow and
management, compliance, control and assurance
value for our shareholders.
framework, audit, people, talent management, retention
and succession planning as well as sustainability. To our many partners around the world, including our
loyal customers, the farmers we work with, our service
During the year, the Board and Board Committees
providers and our partners in civil society – I wish to
worked with Management to strengthen the overall
thank you for your willingness to engage and partner us
governance of the Group, in particular, the Board Risk
in ways that make a real difference to our business and
Committee carried out a review of the risk governance
to our purpose in the global agriculture business.
framework of the Company and the Audit Committee
formulated an Integrated Assurance Framework as part
of the continuous effort to further strengthen controls.
The Board also held a Board Offsite in Brazil, during
which Board members interacted with country
management and employees in different locations in the
country. The visit coincided with the 15th anniversary of
Olam’s operations in Brazil. Besides the Board Offsite, Lim Ah Doo
certain Board members visited the Company’s Chairman, Non-Executive and Independent Director
operations in Spain, India and Nigeria.

Board Changes “Olam remained focused on


In 2017, Mr. Katsuhiro Ito stepped down as
Non-Executive Director due to the change in his pursuing growth in prioritised
responsibilities at Mitsubishi Group. On behalf of the
Board, I wish to thank Mr. Ito for his contribution during
platforms, working to turn around
his short stint with the Board. Mr. Mitsumasa Icho was underperforming assets and
nominated by Mitsubishi Corporation to succeed Mr. Ito.
ensuring gestating assets
Acknowledgements
On behalf of the Board, I would like to thank all of Olam’s
moved towards contributing
employees around the world for their dedication and
commitment to doing things the ‘Olam Way’. It is our
at their full potential.”
employees’ hard work, talent and focus that has enabled
Olam to continue to perform through the year in review.

olamgroup.com 5
Board of directors

Lim Ah Doo, 68 Sunny George Verghese, 58


G H C C CRS
Chairman, Non-Executive and Independent Director Executive Director, Co-Founder and Group CEO

Date of appointment as Chairman: 1 January 2017 Date of first appointment as Director: 11 July 1996
Date of first appointment as Director and Chairman-designate: Date of last re-election: 25 April 2017
1 November 2016 Length of service as a Director (as at 31 December 2017):
Date of last re-election: 25 April 2017 21 years 5 months
Length of service as a Director (as at 31 December 2017): Academic and professional qualification:
1 year 2 months Postgraduate Degree in Business Management,
Indian Institute of Management, Ahmedabad
Academic and professional qualification:
Degree (Honours) in Engineering, Queen Mary College, Advanced Management Program, Harvard Business School
University of London Present Directorship:
Master in Business Administration, Cranfield School of Management Listed company
Present Directorship: Société SIFCA (Non-Executive Director)
Listed company Non-listed company
GDS Holdings Ltd (Director) Caraway Pte. Ltd. (Director)
GP Industries Ltd (Director) Other Major appointment:
SembCorp Marine Ltd (Director) Chairman, Human Capital Leadership Institute Pte Ltd
Singapore Technologies Engineering Ltd (Director) Chairman, WBCSD (World Business Council for Sustainable
Development)
Non-listed company
ARA-CWT Trust Management (Cache) Limited (Director) Chairman, JOil (S) Pte Ltd
(Trustee Manager of Cache Logistics Trust) Member, Singapore Management University Board of Trustee
Singapore Technologies Marine Ltd (Chairman) Past Directorships held over the preceding three years:
STT GDC Pte. Ltd. (Director) International Enterprise Singapore (Chairman)
STT Global Data Centres India Private Limited (Director) National University of Singapore (Trustee)
U Mobile Sdn Bhd (Director) PureCircle Limited (Director)
Virtus HoldCo Limited (Director) Additional Information:
Other Major appointment: Nil Mr. Sunny Verghese was with the Kewalram Chanrai Group
(KC Group) for over two decades and in 1989 was mandated to
Past Directorships held over the preceding three years: start the Company with a view to building an agricultural products
Linc Energy Limited business for the KC Group. Before joining the KC Group, he
Bracell Limited worked for Unilever in India. Mr. Verghese previously chaired
CitySpring Infrastructure Management Pte Ltd, a listed Business
SM Investments Corporation
Trust in Singapore and was also a Commissioner of the Business
Additional Information: & Sustainable Development Commission (BSDC). Mr. Verghese
Mr. Lim Ah Doo was formerly the President and subsequently the has won several awards including ‘Outstanding Chief Executive’
non-executive Vice Chairman of RGE Pte Ltd (formerly known as at the Singapore Business Awards in 2007, ‘Ernst & Young
RGM International Pte Ltd). His past working experience includes Entrepreneur of the Year’ for Singapore in 2008 and ‘Best CEO
an 18-year banking career in Morgan Grenfell from 1977 to 1995, of the Year 2011’ at the Singapore Corporate Awards. He was
during which he held several key positions including that of also awarded the Public Service Medal by the Government of
Chairman of Morgan Grenfell (Asia) Limited. Mr. Lim was the Republic of Singapore in 2010.
previously an Independent Director at EDB Investments and
SM Investments Corporation and an Independent Commissioner
and Chairman of the Audit Committee of PT Indosat (Indonesia).

6 Olam International Limited Annual Report 2017


Jean-Paul Pinard, 67 Sanjiv Misra, 57
CRS C H C H B
Independent Non-Executive Director Independent Non-Executive Director

Date of first appointment as Director: 29 October 2008 Date of first appointment as Director: 1 November 2013
Date of last re-election: 25 April 2017 Date of last re-election: 25 April 2017
Length of service as a Director (as at 31 December 2017): Length of service as a Director (as at 31 December 2017):
9 years 2 months 4 years 2 months

Academic and professional qualification: Academic and professional qualification:


PhD in Economics, University of California Bachelor’s Degree in Economics, St Stephen’s College,
University of Delhi, India
Diplôme d’Ingénieur, École Polytechnique, Paris
Postgraduate Degree in Management, University of Delhi,
Present Directorship: Indian Institute of Management, Ahmedabad
Listed company Master in Management, JL Kellogg Graduate School of
Nil Management, Northwestern University
Non-listed company Present Directorship:
Hero Future Energies Pvt Ltd (Director) Listed company
Other Major appointment: Nil Edelweiss Financial Services Ltd (Director)
Past Directorships held over the preceding three years: OUE Hospitality REIT Management Pte. Ltd. (Director)
Yantai Changyu Pioneer Wine Company Limited (Director) (Manager of OUE Hospitality Real Estate Investment Trust)
Zalagh Holding (Member of the Supervisory Board) Non-listed company
Additional Information: Edelweiss Capital (Singapore) Pte Ltd (Director)
Mr. Jean-Paul Pinard, prior to joining Olam, spent 17 years EDBI Pte Ltd (Director)
with the International Finance Corporation, Washington, DC OUE Hospitality Trust Management Pte. Ltd. (Director)
(“IFC”), becoming the Director of its Agribusiness Department,
responsible for managing IFC’s global investment portfolio in Phoenix Advisers Pte. Ltd. (President and Director)
agri-business and food sectors. Phoenix E.K. Limited (Director)
Singapore Symphony Group (Director)
Other Major appointment:
Chairman, Apollo Management Asia Pacific Advisory Board
Member, International Advisory Board of the Institute of Societal
Leadership, SMU
Past Directorships held over the preceding three years:
National University Health System (Director)
Key
Additional Information:
A Audit Committee
Mr. Sanjiv Misra’s career featured several senior positions,
namely, Chief Executive Officer of Citigroup’s Global Corporate
and Investment Banking Group in Singapore and Brunei and
B Board Risk Committee Capital
Country Officer in Singapore, Head of Asia Pacific Investment
Banking and Head of the Asia Pacific Corporate Bank, in a career
C Capital and Investment Committee
spanning 11 years with the Citigroup. His career prior to Citigroup
included stints with Salomon Brothers and Goldman Sachs & Co.
CRS Corporate Responsibility and Sustainability Committee

G Governance and Nomination Committee

H Human Resource and Compensation Committee

Denotes Committee Chairman

olamgroup.com 7
Board of directors continued

Nihal Vijaya Devadas Kaviratne CBE, 73 Yap Chee Keong, 57


A CRS A B C G
Independent Non-Executive Director Independent Non-Executive Director

Date of first appointment as Director: 1 October 2014 Date of first appointment as Director: 1 December 2015
Date of last re-election: 25 April 2016 Date of last re-election: 25 April 2016
Length of service as a Director (as at 31 December 2017): Length of service as a Director (as at 31 December 2017):
3 years 3 months 2 years 1 month
Academic and professional qualification: Academic and professional qualification:
Bachelor of Arts, Economics (Honours), Bombay University, India Bachelor of Accountancy, National University of Singapore
Present Directorship: Fellow, Institute of Singapore Chartered Accountants and Certified
Listed company Public Accounts, Australia
DBS Group Holdings Ltd (Director) Present Directorship:
GlaxoSmithKline Pharmaceuticals Ltd (Director) Listed company
StarHub Ltd (Director) Sembcorp Industries Ltd (Director)
Shangri-La Asia Limited (Director)
Non-listed company
Caraway Pte. Ltd. (Chairman) The Straits Trading Company Limited (Director)
DBS Bank Ltd (Director) Malaysia Smelting Corporation Berhad (Director)
DBS Foundation Ltd (Director) Non-listed company
Certis CISCO Security Pte Ltd (Director)
Other Major appointment:
Member, Advisory Board for South East Asia/Indonesia, Citibank Singapore Limited (Director)
Bain & Company SE Asia, Inc MediaCorp Pte Ltd (Director)
Member, Private Sector Portfolio Advisory Committee in India of Rahman Hydraulic Tin Sdn Bhd (Director)
the UK Government’s Department for International Development
Other Major appointment: Nil
Member, Corporate Resilience Advisory Council, McKinsey
& Company Past Directorships held over the preceding three years:
ARA Asset Management Limited (Director)
Past Directorships held over the preceding three years:
CapitaMalls Asia Limited (Director)
Akzo Nobel India Limited (Chairman)
CityNet Infrastructure Management Pte Ltd (Chairman)
TVS Motor (Singapore) Pte. Limited (Director)
(Trustee-Manager of NetLink Trust, a business trust wholly owned
PT TVS Motor Company (President Commissioner) by Singapore Telecommunications Ltd)
SATS Ltd (Director) Hup Soon Global Corporation Limited (Director)
Wildlife Reserves Singapore Pte Ltd (Director) Interoil Corporation (Director)
Additional Information: Tiger Airways Holdings Limited (Director)
Mr. Nihal Kaviratne CBE’s career with the Unilever Group spanned
Additional Information:
40 years during which he held various senior level management
Mr. Yap Chee Keong’s career included being the Executive Director
positions in sales, marketing, brand and strategic planning and
of The Straits Trading Company Limited and the Chief Financial
development, and as Chairman/CEO across Asia, Europe and
Officer of Singapore Power Ltd. Mr. Yap has also worked in
Latin America. He retired from Unilever in 2005. Mr. Kaviratne
various senior management roles in multinational and listed
was cited in HM Queen Elizabeth II’s 2004 New Year Honours List
companies. He was a board member of the Accounting and
in the UK and has been made the Commander of the Order of the
Corporate Regulatory Authority and a member of the Public
British Empire (CBE) for services to UK business interests and to
Accountants Oversight Committee, the MAS/SGX/ACRA Work
sustainable development in Indonesia. He was one of “25 leaders
Group to review the Guidebook for Audit Committees in Singapore
at the forefront of change” chosen by Business Week in 2002 for
and the MAS/SGX/ACRA/SID Review Panel to develop a Guide for
the Stars of Asia Award. In its year end 2010 issue, Forbes India
Board Risk Committees in Singapore.
listed him as one of the “5 top names to have on your Board”.
He was awarded for driving “Business Excellence” at the World
Business Conclave 2016 in Hong Kong. Mr. Kaviratne brings with
him extensive organisational, business, management, strategic
planning and customer-based experience and knowledge.

8 Olam International Limited Annual Report 2017


Marie Elaine Teo, 51 Rachel Eng Yaag Ngee, 49
B C CRS A G H
Independent Non-Executive Director Independent Non-Executive Director

Date of first appointment as Director: 1 December 2015 Date of first appointment as Director: 25 April 2016
Date of last re-election: 25 April 2016 Length of service as a Director (as at 31 December 2017):
Length of service as a Director (as at 31 December 2017): 1 year 8 months
2 years 1 month Academic and professional qualification:
Academic and professional qualification: Bachelor of Law (Honours), National University of Singapore
Bachelor of Arts (Honours) in Experimental Psychology, Diploma in Accounting and Finance, Chartered Association
Oxford University of Certified Accountants (UK)
MBA, INSEAD Present Directorship:
Present Directorship: Listed company
Listed company StarHub Ltd (Director)
G. K. Goh Holdings Limited (Director) Non-listed company
Non-listed company Certis Cisco Security Pte. Ltd. (Director)
Caregivers Alliance Ltd (Director) SPH REIT Management Pte Ltd (Director)
Mapletree Investments Pte Ltd (Director) Other Major appointment:
Mapletree Oakwood Holdings Pte Ltd (Director) Member, Supervisory Committee of ABF Singapore Bond Index,
Monetary Authority of Singapore
The Teng Ensemble Ltd (Chairman)
Member, Appeals Panel, Abu Dhabi Global Market
Other Major appointment:
Member, International Advisory Panel, CIMB Group Holdings Board Member, Public Utilities Board
Berhad Member, Council, Singapore Business Federation
Past Directorships held over the preceding three years: Nil Member, Board of Trustees, Singapore Institute of Technology
Additional Information: Member, Corporate Governance Council
Ms. Marie Elaine Teo has over 20 years of investment experience, Member, SGH Health Development Fund Committee, SingHealth
primarily with the Capital Group companies where she focused on Fund
Asian banks and global emerging markets, both as an analyst and
an investment manager. Ms. Teo was formerly the Chairman of Past Directorships held over the preceding three years:
Capital International Research Group and Managing Director of Wopa Services Pte Ltd (Director)
Capital International Inc., Asia. 89 Holdings Pte. Ltd. (Director)
Additional Information:
Ms. Rachel Eng is currently the Deputy Chairman of
WongPartnership LLP. As a corporate lawyer, she is involved in
listings, corporate advisory and corporate governance work.
Ms. Eng was a member of the Committee on the Future
Economy, which released its report in 2017.

olamgroup.com 9
Board of directors continued

Yutaka Kyoya, 56 Mitsumasa Icho, 58


A CRS G B C H
Non-Executive Director Non-Executive Director

Date of first appointment as Director: 1 November 2015 Date of first appointment as Director: 1 May 2017
Date of last re-election: 25 April 2016 Length of service as a Director (as at 31 December 2017):
7 months
Length of service as a Director (as at 31 December 2017):
2 years 2 months Academic and professional qualification:
Bachelor of Law, University of Tokyo
Academic and professional qualification:
Degree in Commerce, Waseda University, Tokyo Present Directorship:
Advanced Management Program, Harvard Business School Listed company
Nil
Present Directorship:
Listed company Non-listed company
Lawson, Inc. (Director) Nil
Mitsubishi Shokuhin Co., Ltd. (Director) Other Major appointment: Nil
Past Directorships held over the preceding three years: Nil
Non-listed company
Nil Additional Information:
Other Major appointment: Nil Mr. Mitsumasa Icho is currently Executive Vice President,
Corporate Functional Officer, Regional Strategy for Japan and
Past Directorships held over the preceding three years: General Manager, Kansai Branch of Mitsubishi Corporation. He
Thai Union Group Public Company Limited (Director) has been with the Mitsubishi Group since 1982 and has held
Rokko Butter Co., Ltd. (Director) senior positions within the Group in Houston and New York as well
as other key Group functional roles in Finance, Risk Management,
Additional Information: Tax and Administration. He was the Executive Vice President of
Mr. Yutaka Kyoya is currently the Executive Vice President and Mitsubishi Motors North America, Inc. from 2006 to 2008 and
Group CEO of Living Essentials Group of Mitsubishi Corporation. subsequently Mitsubishi Motors Corporation from 2008 to 2012.
He joined Mitsubishi Corporation in 1984 and has since been Prior to assuming his current role, Mr. Icho was Senior Vice
engaged in the food business. Mr. Kyoya has held various roles President of the Risk Management Department, an advisory function
in Mitsubishi Corporation in Tokyo as well as in its overseas offices, to the President’s office and the General Manager of Mitsubishi
including the USA, Malaysia and Singapore. Prior to his current Corporation’s Machinery Group Administration Department.
position, he was the Deputy General Manager of Living Essentials
Group CEO’s Office in 2012 before being promoted to Senior Vice
President of Mitsubishi Corporation and Chief Operating Officer of
its Living Essential Resources Division in 2014.

10 Olam International Limited Annual Report 2017


Shekhar Anantharaman, 54
B C
Executive Director and Group Chief Operating Officer

Date of first appointment as Director: 1 April 1998


Date of last re-election: 25 April 2017
Length of service as a Director (as at 31 December 2017):
19 years 8 months
Academic and professional qualification:
Bachelor’s Degree in Aeronautical Engineering, Panjab University,
India
Postgraduate Degree in Business Management, Panjab University,
India
Advanced Management Program, Harvard Business School
Present Directorship:
Listed company
Nil
Non-listed company
Caraway Pte Ltd (Director)
Other Major appointment: Nil
Past Directorships held over the preceding three years: Nil
Additional Information:
Mr. Shekhar Anantharaman has been with the Group since 1992.
As the Group Chief Operating Officer of the Company, he jointly
oversees all aspects of the Company’s global business with the
Group CEO. Prior to his current role, he was the Executive Director
– Finance and Business Development for the Group leading the
Company’s overall Strategy and Business Development activities
along with responsibility for various functions including the Group’s
Finance and Accounts, Treasury and IR, IT and Shared Services,
Legal and Corporate Secretarial and Manufacturing and Technical
Services. He has incubated and managed various global
businesses for the Group including its Edible Nuts, Spices and
Vegetable Ingredients and Packaged Foods businesses. As the
Global Head of these businesses, Mr. Anantharaman has been
directly involved in identifying and leading many of the Company’s
organic and inorganic growth initiatives. He has also played a
variety of country management and regional oversight roles across
Africa, Asia, Russia, South and North America.

olamgroup.com 11
Corporate governance report

Harnessing corporate governance practices for


sustainable profitable growth

The 2012 Code of Corporate Governance (the Code) is to meet its objectives, as well as to regularly review the
applicable to the Company for its 2017 Annual Report. execution and the implementation of the Strategic Plan;
Olam complies with most of the principles and • To oversee the process and framework for evaluating
guidelines of the Code. Today, the Board comprises the adequacy of internal controls, risk management,
more than 50% independent directors with the Board financial reporting and compliance and satisfy itself as
Chair being independent since 2015. With the optimal to the adequacy and effectiveness of such processes
mix of expertise and experience including gender and framework;
diversity, the Board is equipped to effectively lead and • To ensure the Company’s compliance with such laws
direct the Company’s business and strategy, ensuring and regulations as may be relevant to the business;
the long-term success of the Company. • To assume responsibility for corporate governance;
This Corporate Governance report cross-references • To set the Company’s values and standards, and
other reports and statements made in certain sections of ensure that obligations to shareholders and others are
the 2017 Annual Report such as the detailed profile of understood and met at all times;
the Board that may be found in the section on Board of • To review the performance of the Senior Management
Directors, details on the Company’s risk governance and the compensation framework for the Board,
framework and the corporate responsibility and sustainability Executive Directors and Senior Management;
strategy as well as highlights that may be found in the • To oversee the succession plans for the Board, Group
Strategy Report. For completeness, this Corporate CEO, Group COO, Group CFO and Senior Management;
Governance report should be read in conjunction with
• To oversee and consider corporate responsibility and
the various sections of the 2017 Annual Report.
sustainability issues, policies, standards and strategy
The Company continues to focus on the substance and in the context of the Company’s activities which may
spirit of the Code, while continuing to deliver on the have an impact on environmental and social issues; and
Company’s vision and objectives. Where there are • To identify key stakeholder groups and consider
differences between the Code and the Company’s their perceptions.
practices, we have clarified them within the report.
As an established practice, the material matters that
Board leadership transition require the specific review and approval of the Board are
designated as reserved matters and include:
In 2017, we saw the transition of Board Chair to Mr. Lim
Ah Doo and the appointment of a new Non-Executive • Acquisitions, divestments and capital expenditure
Director, Mr. Mitsumasa Icho, in place of an existing exceeding the authority limits established under an
Non-Executive Director. The changes to the Board internal policy adopted by the Board, while delegating
brought deep insights and experience that were directly authority for transactions below those limits to Board
relevant and useful in providing leadership and Committees, the Executive Committee and Senior
stewardship to Olam’s development. Management;
• Capital planning and raising, annual budgets and
Board matters updates to the Strategic Plan;
Principle 1: The Board’s conduct of affairs • Key policy decision-making process and control;
• Changes to capital, dividend distribution,
Olam is led by an experienced Board with representatives
issuance and buy-back and changes to shares
from varied nationalities and diverse international
and other securities;
business backgrounds. The Board oversees the affairs
of the Company and provides leadership and guidance • Matters considered not in the ordinary course of
to the Senior Management Team. Collectively, the Board business of the Group; and
and the Senior Management Team ensure the long-term • Any matter which the Board considers significant
success of the Company and discharge their statutory enough to require the Board’s direct attention or would
and fiduciary responsibilities, both individually and be critical to the proper functioning of the Company or
collectively. The key functions of the Board are: its business.
• To provide entrepreneurial leadership, set strategic The Board is assisted by various Board Committees for
objectives, and ensure that the necessary financial the effective discharge of its responsibilities. To date,
and human resources are in place for the Company these include the Audit Committee (AC), Board Risk
Committee (BRC), Capital and Investment Committee

12 Olam International Limited Annual Report 2017


(CIC), Corporate Responsibility and Sustainability and 25 Board Committee meetings were held, with
Committee (CRSC), Governance and Nomination certain Directors attending via telephone or video
Committee (GNC), and the Human Resource and conference, as permitted by the Company’s Constitution.
Compensation Committee (HRCC).
In line with the Group’s commitment to business
Each Board Committee has clear written terms of sustainability, conservation of the environment and
reference which set out its role, authority, procedures and technological advancement, Directors are provided with
qualifications for membership. All of the Board Committees access to the Board and Board Committee papers through
are actively engaged and play an important role in electronic devices to enable them to read, annotate as
ensuring good corporate governance in the Company. well as share their comments on the Board and Board
The terms of reference of the Board Committees may Committee papers in soft copy prior to and during meetings.
be reviewed from time to time by each Committee, taking In 2017, the Board undertook detailed review of the
into consideration the changing needs of the business and Company’s budgeting exercise, risk governance framework
operations of the Company, relevant laws and regulations. (comprising enterprise risk report, dashboard and
They are ratified by the GNC and approved by the Board. scorecard), integrated assurance framework which includes
Ad hoc committees of the Board may also be formed in-business control framework and internal audit, risk
from time to time as part of the Board’s commitment to appetite and tolerance, and the internal control systems.
engage and provide leadership to management in the Board Committees’ oversight on specific risks areas was
business and operations of the Company. These ad also determined under the revised risk governance
hoc committees, formed by Independent Directors framework and the integrated assurance framework.
and supported by the Executive team, add to the To ensure that the Board has an in-depth understanding
effectiveness and strength of the Company’s governance of the Group’s business and activities, one or more
practices as well as reflecting the interests and Board offsite visits is organised in countries where the
perspectives of the various stakeholders of the Company. Company operates. Besides the visits to facilities, the
In 2017, the Board at the recommendation of the GNC Board meets with the local management team as well as
formed the Council of Committee Chairs to coordinate in-country key stakeholders. Ad hoc visits by the Board
the decisions, proposals and initiatives across the Committees or individual Director are organised
Board Committees. wherever required to better facilitate the review of issues
delegated by the Board. Yearly, the Board is invited to
Directors are expected to exercise independent and participate in the Annual ManComm Meet attended by a
objective judgement in the best interests of the Company. significant number of key executives and Senior
In the annual Board and peer performance evaluation Management of the Company globally, with experts in
exercise, the ability to discharge duties and responsibilities economic, policies, social, strategy, environmental areas
at all times as fiduciaries in the interests of the Company, etc. addressing the participants. The Annual Meet
as well as the ability to listen and discuss issues with one provides the Board with opportunities to deepen their
another objectively, are important assessment criteria. interactions with the leadership team of the Company,
Where the material matters require the approval of and to gain insights into issues and developments that
shareholders, the Board may if required under the are important for the long-term success of the business.
Companies Act (Chapter 50) and/or the Listing Manual Besides meetings of the Board, the Board pursuant to
of the Singapore Exchange Securities Trading Limited the Company’s Constitution and the Board Committees
(SGX-ST) appoint an independent valuer or independent under their terms of reference may also make decisions
financial adviser to evaluate the fairness of the transaction by way of resolution by circulation. The details of the
price and offer. Directors’ membership on the Board and Board
Committees are provided in the following pages.
Board and Board Committee meetings
A table showing the memberships of the Directors and
Meetings of the Board and Board Committees are
number of Board, Board Committee, Non-Executive
scheduled one year in advance. Besides the regular
Directors’ and shareholders’ meetings held during the
agenda, the Board receives briefings and updates
year under review along with the attendance of Directors
from the key executives and Senior Management on
are provided on page 14 of this report. Throughout the
developments and issues concerning the Group’s
year, Directors individually and collectively actively
business or which have an impact on the business of the
engage with other members of the Board, the Group
Group. Regular presentations and updates by business
CEO and Group COO, Senior Management Team and
units and functions are provided to the Board to ensure
external consultants to gain deeper insights into the
an understanding of the Group’s business. The Board
industry and the business of the Company. The
sets aside time at each regular Board meeting to meet
contribution to and involvement of Directors in Board
without the presence of Executive Directors or Management.
affairs and growth of the Company cannot be quantified
In addition to the four scheduled meetings each year, simply by their attendance. Their input and engagement
the Board meets as and when warranted by particular in the affairs of the Company far outweigh their
circumstances as well as engaging in informal attendance at these meetings.
discussions. During the year under review, 6 Board

olamgroup.com 13
Corporate governance report continued

Information on Board and Board Committee Membership and


Attendance at Board, Board Committees and Shareholders’ Meetings
For the year ended 31 December 2017

Membership Board NED AC BRC CIC CRSC GNC HRCC AGM


Directors No. of Meetings Held 6 4 7 4 6 4 2 2 1

Independent C C – – M – C C C
Lim Ah Doo Non-Executive 6/6 4/4 6/6 2/2 2/2 1/1
Independent M M – – M C – M –
Jean-Paul Pinard Non-Executive 6/6 4/4 6/6 4/4 2/2 1/1
Independent M M – M C – – M –
Sanjiv Misra Non-Executive 6/6 4/4 4/4 6/6 2/2 1/1
Independent M M M – – M – – –
Nihal Vijaya Devadas Kaviratne CBE Non-Executive 6/6 4/4 6/7 4/4 1/1
M M M1 M1 M1 M1 M1 M1 –
Yutaka Kyoya Non-Executive 6/6 4/4 4/4 1/1 1/1 3/3 1/1 1/1 1/1
Independent M M – C M M – – –
Marie Elaine Teo Non-Executive 6/6 4/4 4/4 5/6 4/4 1/1
Independent M M C M – – M – –
Yap Chee Keong Non-Executive 6/6 4/4 7/7 4/4 2/2 1/1
Independent M M M – – – M M –
Rachel Eng Yaag Ngee Non-Executive 6/6 4/4 7/7 2/2 2/2 1/1
M M – M M – – M O
Mitsumasa Icho2 Non-Executive 5/5 4/4 3/3 3/5 1/1 1/1
M – – M M – – – –
Sunny George Verghese Executive 6/6 4/4 6/6 1/1
M – – – M M – – –
Shekhar Anantharaman Executive 5/6 3/6 3/4 1/1
M M M – – M M – –
Katsuhiro Ito3 Non-Executive 1/1 1/1 3/3 1/1 1/1 1/1

“M” Member
“C” Chairman
“NED” Non-Executive Director
“AC” Audit Committee
“BRC” Board Risk Committee
“CIC” Capital and Investment Committee
“CRSC” Corporate Responsibility and Sustainability Committee
“GNC” Governance and Nomination Committee
“HRCC” Human Resource and Compensation Committee
“AGM” Annual General Meeting
“O” Observer

1. Mr. Yutaka Kyoya was appointed to the AC, GNC and CRSC on 1 May 2017, and stepped down as member of the BRC, CIC and HRCC on
1 May 2017.
2. Mr. Mitsumasa Icho was appointed as Non-Executive Director and member of the BRC, CIC and HRCC on 1 May 2017.
3. Mr. Katsuhiro Ito stepped down as Non-Executive Director and member of the AC, CRSC and GNC on 1 May 2017.

14 Olam International Limited Annual Report 2017


Induction and orientation of Directors
Upon their appointment, Directors are issued with a
formal appointment pack which outlines their Board and
Board Committee membership details and term of office,
fiduciary duty and legal obligations of a director, other
vital information regarding their appointment and on the
Company. Newly appointed Directors undergo a
comprehensive and tailored induction programme which
includes briefings by the Board Chairman, Group CEO
and Group COO, industry, business and operations
briefings by Senior Management; visits to the Group’s Board visit held in Brazil which included a tour of the
key operations; and briefings on governance matters, etc. cofffee plantation in Barreiras.
The newly appointed Directors are further assisted by
the Group Corporate Secretarial office to enable them to Principle 2: Board composition and guidance
appropriately discharge their statutory and fiduciary duties. To align with the extensive geographical spread and
A comprehensive risk induction programme was conducted depth of the business, the existing Board comprises
for the BRC on areas such as risk governance, risk Directors with diverse skills and expertise in finance and
identification, risk monitoring and control, risk management accounting, banking, investment, strategic planning,
tools, market compliance, environmental and social risks, retail, infrastructure, legal and environment and
health and safety and the Enterprise Risk Framework. sustainability issues. The size, composition and blend of
experience of the Board allows discussions on matters
Directors’ training of policy, strategy and performance to be informed,
critical and constructive. The profile and key information
To keep the Directors abreast of developments in the
of each Director is provided in the Board of Directors
Group’s diverse industries as well as the Company’s
section of the 2017 Annual Report.
global operations, country visits and interactions with
business and geography teams are amongst the Board size
different types of exposure provided. Directors are
invited to participate in sessions and talks conducted by Our Board currently consists of 11 members, 7 of whom
specific industry specialists and experts on trends, are Independent Non-Executive Directors, 2 of whom
developments and issues concerning the sectors in are Non-Independent Non-Executive Directors and the
which the Company operates. Directors are routinely remaining 2 being Executive Directors. More than 50% of
briefed via detailed presentations on the development the Board is comprised of Independent Non-Executive
and progress of the Group’s key operations. Regular Directors. The 2 Non-Independent Non-Executive
updates on Directors’ duties and responsibilities, and Directors are appointed by Mitsubishi Corporation. The
changes to any relevant laws and regulations such as GNC examines the size of the Board to ensure that it is
the Listing Rules of the SGX-ST, the Code, the appropriate for effective decision-making. The review
Companies Act, etc. are provided to the Board. takes into consideration the variety, magnitude, nature
and depth of the Group’s business and operations. Based
During the year under review, the Board was briefed on on the factors considered and the composition of the
the global sustainability issues and developments, changes existing Board who collectively possess sufficient depth
and developments in financial reporting standards by and breadth to discharge duties and responsibilities
the external auditors, policy changes in countries where effectively as well as to make objective decisions, the
the Group operates, information technology (including current Board size of 11 members is appropriate.
cyber‑security) and shared services, etc.
A Board Offsite was held in Brazil where the Board Board diversity
visited the Company’s local operations. Olam Brazil The composition of the Board today is a testimony to
celebrated its 15th year in operation. The visit included what it believes is important: diversity for an optimal mix
a tour of the Cocoa processing plan in Ilheus, Coffee of expertise and experience. The importance of diversity
plantation in Barreiras; review of the various businesses stretches across skills, industry experience, geographic
in South America including Coffee, Cocoa, Cotton and exposure, training and gender. The Board today has 2
Pepper as well as certain functions such as the Human women Directors with the nationalities of the Directors
Resource and Finance; inauguration of key facilities such spanning 4 countries. The Board is well-appointed for
as the innovation centre and the hydraulic press; and the the foreseeable future.
launch of G.R.O.W. (Globally Reaching Olam Women).
The Board interacted with the local management team Independence
and gained insights into the leadership strength, the The GNC determines on an annual basis each Director’s
businesses and the environment in which they operate. independence bearing in mind the definition of an
The Board also met with key stakeholders across the Independent Director under the Code and guidance as
banking, food, logistics and crop production sectors to relationships that may exist which would cause a
as well as ex-governmental leaders. Director to be deemed non‑independent. A Director who

olamgroup.com 15
Corporate governance report continued

has no familial or commercial relationship with the notwithstanding the term of office. Independent Directors
Group or its officers and substantial shareholders of may be retired prior to completion of the term of office if
the Company that could interfere, or be reasonably so determined by the Board, taking into consideration
perceived to interfere, with the exercise of his or her the recommendation of the GNC.
independent business judgement in the best interests
of the Company, is considered to be independent. Non-Executive Independent Directors
The Code further requires the independence of any The Non-Executive Independent Directors fulfil a pivotal
Director who has served on the Board beyond 9 years role in corporate accountability. Their role is particularly
to be rigorously reviewed. The basis of determination by important as they provide unbiased and independent
the GNC takes into account the annual confirmation of views, advice and judgement to protect the interests
independence (the ‘Confirmation’) completed by each not only of the Company but also of shareholders,
Independent Director. He or she is required to critically employees, customers, suppliers and the many
assess their independence by examining the existence communities in which the Company conducts business.
of any relationships or dealings that may compromise The Board has since 2013 maintained the number of
their independence. Executive Directors at 2 to have a greater proportion
of independent representation on the Board.
Having carried out its review for the year under review
and taking into account the views of the GNC, the Principle 3: Chairman and Group Chief
Board has determined that, with the exception of the 2 Executive Officer
Non-Executive Directors and 2 Executive Directors, the
Mr. Lim Ah Doo, who joined the Board on 1 November
remaining 7 Directors are to be considered as independent.
2016 as Chairman‑designate and Independent and
In its review, the GNC has considered the independence Non-Executive Director, assumed the role of Chairman
of Mr. Jean-Paul Pinard who has served on the Board for with effect from 1 January 2017.
more than 9 years. Mr. Pinard was appointed to the
Mr. Lim Ah Doo is a Non‑Executive Director and is not
Board since 2008 and has since chaired the CRSC.
related to the Group CEO, Mr. Sunny George Verghese,
Through his chairmanship and guidance, the Company’s
or other members of the Senior Management Team.
CR&S function as well as the MATS function continues to
There is a clear division of responsibility between the
mature in strength and expertise, with several key CR&S
Chairman and Group CEO to ensure a balance of power
policies and related policies developed and implemented
and authority.
and key stakeholders’ relationships built to further the
Company’s CR&S commitment and endeavours. His vast The Chairman is responsible for ensuring the
experience with the International Finance Corporation effectiveness of the Board and Board Committees
remained relevant for the nature of the Company’s as well as the governance process. The Group CEO
business in particular the area of corporate responsibility is at the helm of the Management Team and has overall
and sustainability. The GNC further considered Mr. responsibility for the Company’s operations and
Pinard’s independence of mind and opined that he has organisational effectiveness. The Group CEO remains
consistently exercised independent judgement and accountable to the Board for the decisions and actions
evidently expressed his views objectively and is able to taken, as well as for the performance of the Group. The
exercise strong independent business judgement with Chairman works closely with the Group CEO on matters
a view to acting in the best interests of our Company, to be tabled at meetings and matters arising from the
thereby demonstrating an independence of mind. meetings as well as in ensuring that Board members
Notwithstanding Mr. Pinard having served on the Board receive accurate, timely and clear information.
beyond 9 years, the Board concurred with the Under the leadership of the Chairman, the Board holds
recommendation of the GNC that Mr. Pinard is to be robust, open and constructive discussions at its
considered as independent. meetings with adequate time allocated to sufficiently
review the issues tabled. The Chairman chairs the
Ongoing renewal of the Board
quarterly Non-Executive Directors’ discussions after
The ongoing renewal of the Board is in line with the each Board meeting and may organise offsite meetings
Board’s policy on tenure of directorships. Since 2013, of the Non-Executive Directors. Along with the Group
long-serving independent directors were retired CEO, the Chairman monitors the translation of the
gradually at each AGM with new independent directors Board’s decisions, requests and recommendations into
who possess the required skills and capabilities executive action. As part of the Chairman’s oversight, he
appointed to fill these vacancies. All newly appointed ensures that constructive communication and engagement
independent directors will be subject to a term of office with shareholders take place at every General Meeting.
comprising two terms of 3 years each, with an additional The Chairman may direct members of the Board to
term of 3 years at the sole discretion of the Board. All participate in briefings and meetings with other stakeholders
directors whether Executive, Non-Executive or to explain publicly available material information.
Independent remain subject to an annual evaluation

16 Olam International Limited Annual Report 2017


Principle 4: Board membership Succession planning
The review of Board succession plans, including the
Governance and Nomination role of Chairman, is the primary responsibility of the
GNC; while review of the succession plans for key
Committee (GNC) positions in the Group, including the Group CEO and
Senior Management, is within the purview of the Human
Resource and Compensation Committee (HRCC). The
GNC actively reviews the Board and Board Committees’
composition and the necessity of refreshing the Board.
The GNC is of the view that any renewal and refreshment
of the Board must be carried out progressively and in an
orderly manner to ensure continuity. A formal plan for
the renewal of the Board and the process for selection
Lim Ah Doo of new Directors was put in place after having been
Chairman recommended to and approved by the Board in 2012.
The key recommendations, approved by the Board for
Yap Chee Keong
implementation, are effective from 1 July 2013 and were
announced in October 2013. They are as follows:
Rachel Eng Yaag Ngee
• Longest-serving Independent Director will be
Yutaka Kyoya (appointed 1 May 2017)
retired gradually at each AGM commencing with
Katsuhiro Ito (stepped down 1 May 2017)
the 2013 AGM;
The GNC is chaired by an Independent and • New Independent Directors who possess the required
Non-Executive Director. The GNC comprises only skills and capabilities will be appointed to fill the
Non-Executive Directors, the majority of whom are vacancies created by outgoing Independent Directors
Independent Directors. The GNC is guided by its written after such appointment is reviewed by the GNC in
terms of reference with principal functions as follows: concurrence with the Board;
• All newly appointed Independent Directors are subject
• To review the size, skills and composition of the Board to a term of office comprising 2 terms of 3 years each,
to ensure there is adequate representation in respect with an additional term of 3 years at the sole discretion
of issues and challenges, without compromising Board of the Board; and
effectiveness and participation. In addition, the GNC
seeks to identify the critical needs in terms of expertise • All Directors, whether Executive, Non-Executive
and skills, as well as knowledge of the jurisdictions in or Independent, remain subject to an annual
which Olam operates; performance evaluation notwithstanding the term of
• To recommend the appointment and re-appointment office. Independent Directors may be retired prior to
of Directors with a view to refreshing the Board; completion of the term of office if so determined by the
Board, taking into consideration the recommendation
• To conduct an annual review of the independence of
of the GNC.
each Director bearing in mind the relationships and
the tenure limits under the Code; Retirement and re-election
• To assess the effectiveness of the Board and
All Directors submit themselves for retirement and
its members;
re-election at least once every 3 years. Pursuant to the
• To review and recommend performance criteria for Constitution of the Company, one-third of the Directors
evaluating the Board’s performance; shall retire from office at the Company’s AGM. A retiring
• To recommend membership for Board Committees; Director is eligible for re-election at the AGM. The Group
• To consider and review the Company’s corporate CEO, as a Director, is subject to the same retirement by
governance principles; rotation provision as the other Directors. In addition, the
• To consider any possible conflicts of interest Company’s Articles of Association comprising part of
experienced by any Board members and senior the Company’s Constitution also provides that a newly
executives; and appointed Director must submit himself or herself for
• To review and recommend to the Board the induction re-election at the AGM following his or her appointment
programme for new Directors and ongoing training (unless such appointment was voted upon by
and development needs of the Directors and the shareholders at a general meeting).
Board as a whole. At the 2018 AGM, Mitsumasa Icho who was appointed
as a Non-Executive Director on 1 May 2017 will submit
himself for re-election in accordance with Article 109 of
the Articles of Association comprising part of the
Company’s Constitution.

olamgroup.com 17
Corporate governance report continued

Nihal Vijaya Devadas Kaviratne CBE, Yutaka Kyoya, of board representations which a Director may hold
Yap Chee Keong and Marie Elaine Teo will retire pursuant has been imposed by the GNC as Directors have
to Article 103 of the Articles of Association comprising demonstrated their commitment and effectiveness
part of the Company’s Constitution and will be eligible in discharging their duties and responsibilities and
for re-election by the shareholders at the AGM. avoiding actual or potential conflicts of interest caused
by serving on other boards.
New appointments, selection and re-nomination
of Directors Key information regarding Directors
All new appointments, selection and re-nomination Key information regarding Directors, such as academic
of Directors are reviewed and proposed by the GNC. and professional qualifications, Board Committees served
The GNC has access to external search consultants on (as a member or Chairman), date of first appointment
and resources to identify potential candidates. Board as a Director, date of last re-election as a Director,
members may also make recommendations to the GNC. directorships both present and past held over the
Shortlisted candidates are met by the GNC Chairman preceding 3 years in other listed companies and other
along with the Board Chairman and Group CEO major appointments, is disclosed in the section on Board
prior to approval at Board level. Some of the criteria of Directors of the 2017 Annual Report. Information
considered by the GNC while evaluating Directors’ relating to Directors’ shareholding and interests in the
appointments are: Group is disclosed in the Financial Report.
• The candidate should possess knowledge and Principle 5: Board performance
experience in a particular area of value to the Group,
The Board considers the importance of putting the right
namely accounting or finance, business or
people with the right range of skills, knowledge and
management, industry knowledge, strategic planning,
experience together for effective governance of the
customer-based experience or knowledge or
Group’s business. The GNC assists the Board in
environment and sustainability;
ensuring that the Board is comprised of individuals
• The candidate should have the aptitude or whose background, skills, experience and personal
experience to understand fully the fiduciary duties characteristics enhance the effectiveness of the current
of a Director and the governance processes of Board and meet its future needs.
a publicly listed company;
• Independence of mind; Based on the recommendations of the GNC, the Board
has laid down a preliminary set of assessment criteria to
• Capability and how he/she could meet the needs of
assess the effectiveness of the Board as a whole. There
the Company and simultaneously complement the
are 12 broad sections and a total of 49 assessment
skillset of other Board members;
areas for the Board evaluation covering, amongst others,
• Experience and track record in multinational Board composition and leadership, Board processes,
companies; strategy and implementation, risk and crisis management,
• Ability to commit time and effort to discharging his/her effectiveness of Board Committees and stakeholder
responsibilities as a Director; and management. The assessment of the Board Chair and
• Reputation and integrity. Director individually is conducted on an ‘exception’
The GNC reviews all proposed appointments as basis with broad criteria on their individual contribution,
part of the Board’s renewal process taking into involvement, conduct of and at meetings, execution of
consideration the capability, experience, skillset agreed matters, interaction with the Board, industry and
and the principal commitment of the candidates. functional expertise, etc.
Interviews and discussions by the GNC Chair, Board During the year, the GNC carried out an evaluation of
Chair and the Group CEO will also be held with any the effectiveness of the Board, the individual Board
proposed candidates. members and the Chairman of the Board. The results of
the evaluations are reviewed by the GNC and the Board
Membership of other boards with proposed follow-up actions led by the GNC Chair.
The GNC, in assessing the performance of the individual Meetings between the individual Director and the Board
Director, considers whether sufficient time and attention Chairman, as well as the GNC Chairman, may be set up
has been given by the Director to the affairs of the to share feedback and comments received and to work
Company. It has regard to the Director’s other board out action plans to address specific issues raised.
memberships and commitments. No limit on the number

18 Olam International Limited Annual Report 2017


Principle 6: Access to information The Company has in place a comprehensive investor
relations programme to keep investors informed of
Principle 10: Accountability material developments in the Company’s business and
To enable the Directors to fulfil their responsibilities, affairs beyond that which is prescribed, but without
pre‑meeting discussions are held between the Chairman prejudicing the business interests of the Company.
of the Board and/or Committees with Senior
Management for the construction of the agenda and the Role of the Company Secretary
preparation of Board materials. The agenda for each Directors have separate and independent access to the
Board and Board Committee meeting along with all Company Secretary. The Company Secretary advises the
Board papers, related materials and background Board through the Board Chair on governance matters,
materials are provided to the Directors to enable the and facilitates the effective functioning of the Board and
Directors to obtain further details and explanations Board Committees in accordance with their terms of
where necessary. The Board is briefed and updated on reference including any best practices. Meetings of the
the execution of the Company’s Strategic Plan, Board and Board Committees are scheduled at least a
performance of its investments, financing plan, variance year in advance. Beyond scheduling meetings, the
in budgets, etc. Members of the Management Team are Company Secretary works closely with the Board Chair
invited to be present at Board and Board Committee and Chairman of the Board Committees and key
meetings to provide additional insight into the matters executives of the Company to proactively manage the
tabled for deliberation. Global heads of business units agenda and the materials provided in advance of and at
are scheduled wherever required to update the Board meetings. The Company Secretary pursues and manages
on platform-wise performance and plans. follow-up actions and reports on matters arising from the
meetings. The Company Secretary assists the Board
Non-Executive Directors meet with Senior Management
Chair with Board development and Board processes
independently to be briefed on various issues. Additional
including Board evaluation, induction and training. She
information, documents and materials are provided to
takes the lead in organising the appointment letter and
the Directors as and when required to enable them to
information pack and in developing tailored induction
make informed decisions.
plans for new Directors, working with the Board Chair
Board members are invited to participate in the annual and new Directors.
ManComm meeting to interact with Management as well
The Company Secretary acts as the sounding board for
as to gain industry insight through external speakers.
matters of corporate governance and monitors overall
Presentations on the Group’s business and activities are
compliance with the law and regulations adhered to by
provided to the Board throughout the year by the
the Group. The Company Secretary is also responsible
Company’s Management Team.
for ensuring the Company’s compliance with the Listing
The Board has separate and independent access to the Rules of the SGX-ST, for interaction with shareholders
Senior Management and the Company Secretary at all and for facilitating the convening of general meetings.
times. Directors and Board Committees may, where The appointment and removal of the Company Secretary
necessary, seek independent professional advice, paid is subject to the approval of the Board.
for by the Company.
The Board has adopted a policy of openness and Remuneration matters
transparency in the conduct of the Company’s affairs Principle 7: Procedures for developing
while preserving the commercial interests of the
Company. The Company reports its financial results
remuneration policies
quarterly and holds media and analyst meetings to Principle 8: Level and mix of remuneration
coincide with the announcements.
Financial results and other price-sensitive information
Principle 9: Disclosure on remuneration
are disseminated to shareholders via SGXNET, to
the SGX-ST, via press releases, on the Company’s
website (olamgroup.com) and through media and
analyst briefings.

olamgroup.com 19
Corporate governance report continued

Human Resource and Compensation The framework and details of the fees paid to the
Non-Executive Directors approved at the previous AGM
Committee (HRCC) of the Company in April 2017 are provided in the
following paragraphs.
The remuneration for Non-Executive Directors is in
line with peer companies and those whom Olam was
benchmarked against. The fees framework for Non-
Executive Directors reflects an equitable and adequate
remuneration on account of the responsibilities and
average amount of time spent by a Director at Board and
Board Committee meetings, as well as their discussions
Lim Ah Doo beyond formal meetings and separate discussions with
Chairman management in the discharge of their responsibilities.
To facilitate timely payment of Directors’ fees, the fees
Jean-Paul Pinard are paid in arrears on a quarterly basis for the current
Sanjiv Misra financial year once approval is obtained from
Rachel Eng Yaag Ngee
shareholders at the AGM.
Mitsumasa Icho (appointed 1 May 2017) Fees for Non-Executive Directors
Yutaka Kyoya (stepped down 1 May 2017)
At the April 2017 AGM, shareholders approved the payment
of Directors’ fees of up to S$2,000,000 under the existing
The existing members of the HRCC, including the HRCC
fees framework for Non-Executive Directors set out in the
Chairman, are Independent and Non-Executive Directors,
paragraphs below. The aggregate fees paid quarterly in
except for Mr. Mitsumasa Icho, who is Non-Executive.
arrears to the Non-Executive Directors for the financial
The HRCC is established by the Board with the following
year ended 31 December 2017 entirely in cash amounted
principal functions:
to S$1,697,600.00 (excluding fees paid to a Director for
• To review the executive leadership development his directorship with the subsidiary of the Company).
process and programme; The breakdown of the fees paid to the Non-Executive
• To review and recommend executives’ compensation Directors for the financial year ended 31 December 2017
framework and equity-based plans; is set out in the table below. The Non-Executive Directors
• To review succession plans for key executives, only receive Directors’ fees and do not receive any other
including the Group CEO; benefits.
• To establish and oversee the process for evaluating
the performance of the Group CEO, Group COO and
Fees paid to the Non-Executive Directors for the
other key executives in the fulfilment of their financial year ended 31 December 2017
responsibilities, and the meeting of objectives and Directors’ fees paid
performance targets; and Name in FY 2017 (S$)

• To review annually the remuneration framework and the Current Directors


adequacy of the fees paid to Non-Executive Directors. Lim Ah Doo1 303,800
The HRCC carries out regular discussions with the Group Jean-Paul Pinard 179,400
CEO and the Board on succession planning at the Senior Sanjiv Misra 196,800
Management level including that of the Group CEO. Nihal Vijaya Devadas Kaviratne CBE 141,400
During the year, the HRCC reviewed with the Group CEO the Yutaka Kyoya 162,333
succession plans for key executives and the progress, the Yap Chee Keong 195,500
compensation framework and the deliverables of the Group Marie Elaine Teo 182,000
CEO and Group COO. The HRCC also reviewed and Rachel Eng Yaag Ngee 165,100
approved the recommendation for the issuance and allocation Mitsumasa Icho2 116,100
of new share grants under the Olam Share Grant Plan.
Past Director

Remuneration policy for Non-Executive Directors Katsuhiro Ito3 55,167


Directorship on Subsidiary
The existing remuneration framework for Non-Executive
Nihal Vijaya Devadas Kaviratne CBE4 57,600
Directors adopted by the HRCC is a comprehensive
framework consisting of base fee for membership on the 1. Appointed as Chairman on 1 January 2017.
Board and each Board Committee, Chairmanship, Lead 2. Appointed on 1 May 2017.
Independent Director’s fee and attendance fee. 3. Stepped down on 1 May 2017.
4. Fees paid as Independent and Non-Executive Chairman of Caraway
Pte. Ltd., a 75:25 joint venture subsidiary of the Company.

20 Olam International Limited Annual Report 2017


Proposed Revision to the Fees for the Board Risk concerned shall have given instructions in his or her
Committee (BRC) proxy form as to the manner in which his or her votes are
to be cast in respect of this resolution.
The HRCC yearly reviews the adequacy of fees paid to
Non-Executive Directors and may commission an independent Remuneration policy for Executive Directors and
review by an external consultant on the remuneration
other key executives
framework of Directors as well as key management personnel.
Executive Directors are not entitled to either base fees or
The Non-Executive Directors’ fees have remained fees for membership on Board Committees. Remuneration
unchanged in the last three years. The Board has during for Executive Directors currently comprises a base salary,
the year, in conjunction with the HRCC, carried out a a performance bonus tied to the Company’s and the individual’s
review on the adequacy of the fees paid to the Non- performance, and participation in the Olam Share Grant Plan.
Executive Directors, in particular, the members of the
BRC. The review took into consideration the expansive The Company advocates a performance-based
work done by the BRC, the amount of time spent in remuneration system that is flexible and responsive to the
reviewing and revising the Group risk governance framework market. The total remuneration comprises 3 components:
and the discussions held with key stakeholders. Consequent an annual fixed cash component, an annual performance
to the review, the Board approved the recommendation incentive and a long‑term incentive. The annual fixed
of the HRCC for an upward adjustment of the fees payable component consists of the annual basic salary and other
to the Chairman of the BRC from S$35,000 to US$50,000 fixed allowances. The annual performance incentive is tied
and to each member from S$20,000 to S$25,000. to the Company’s and individual executive’s performance,
while the long-term incentive is granted based on the
Details of the fees framework for Non-Executive individual’s performance and contribution made.
Directors, which included the proposed changes to the
Directors’ fees payable to the BRC, are provided below: To remain competitive, it would be our aim to benchmark
our executives’ compensation with that of similar
Nature of appointment S$ performing companies and remain in the top 25 percentile.
Board of Directors The compensation structure has been designed so that, as
Base fee (Chairman) 180,000 one moves up the corporate ladder, the percentage of total
Base fee (Deputy Chairman) 130,000 remuneration at risk increases. The Company currently has
Base fee (Member) 70,000 10 top key executives who are not also Directors.
Lead Independent Director 25,000 Information on the compensation paid to Directors and
Audit Committee key executives is summarily provided in the notes to the
Board Risk Committee (From FY 2018) Financial Statements of the Financial Report.
Capital and Investment Committee
Chairman’s fee 50,000 In considering the disclosure of remuneration of the
Member’s fee 25,000
Executive Directors and top 10 key executives, the
HRCC considered the industry conditions in which the
Board Risk Committee (Till FY 2017)
Human Resource and Compensation Committee Group operates, as well as the confidential nature of the
Chairman’s fee 35,000
Executive Directors’ and key executives’ remuneration.
Member’s fee 20,000 In view of the highly competitive industry conditions the
Governance and Nomination Committee Group operates within, and as many of our competitors
Corporate Responsibility and Sustainability Committee do not publish details of the specific remuneration of key
Chairman’s fee 30,000 executives, the Board is of the view that detailed publication
Member’s fee 15,000 of the remuneration of the Group’s key executives should
Attendance fee Board Committee not be made. Given the general sensitivity and
Home city meeting 3,000 1,500 confidentiality of remuneration matters, it would be
Out-of-region meeting 4,500 2,250 disadvantageous to the interests of the Group to divulge
Conference call 600 400
remuneration of Executive Directors, the CEO and key
Odd hours 1,200 750
executives in such detail as recommended by the Code.
Board offsite 6,000
Level and mix of remuneration of Executive Directors
The aggregate Directors’ fees are subject to shareholders’ for the year ended 31 December 2017
approval at the AGM. The Non-Executive Directors will Variable or
refrain from making any recommendation on and, being performance
Base/ related
shareholders, shall abstain from voting on the ordinary Remuneration fixed income/ Benefits Share
resolution for the aggregate Directors’ fees. Other than the band salary bonuses in kind Total Options Grant

Chairman who will be voting for proxies under the Listing S$2,000,000 and above
Rules of the SGX-ST, the Directors shall also decline to Sunny George
accept appointment as proxies for any shareholder to Verghese 20.4% 75.4% 4.1% 100% 15,000,0001 1,901,7943
vote in respect of this resolution unless the shareholder Shekhar
Anantharaman 32% 68% – 100% 5,000,0002 1,420,0524

olamgroup.com 21
Corporate governance report continued

1. The subscription/exercise price of S$2.35 per share for 15,000,000 share


options is the price equal to the average of the last dealt prices for a Board Risk Committee (BRC)
share for the 5 consecutive market days preceding the date of grant.
2. The subscription/exercise price of S$2.28 per share for 1,750,000
share options and S$1.76 per share for 3,250,000 share options is the
price equal to the average of the last dealt prices for a share for the 5
consecutive market days preceding the date of grant.
3. Share grant of 1,901,794 comprised of 1,202,147 Performance Share
Awards and 699,647 Restricted Share Awards granted pursuant to the
Olam Share Grant Plant. The actual number of shares to be delivered
pursuant to the 810,000 Performance Share Awards granted will range
from 0% to 192.5% of the base award and 392,147 Performance Share
Awards granted will range from 0% to 200.0%, both of which are
contingent on the achievement of pre-determined targets set out in the Marie Elaine Teo
3 year performance period and other terms and conditions being met.
4. Share grant of 1,420,052 comprised of 923,026 Performance Share
Chairman
Awards and 497,026 Restricted Share Awards granted pursuant to the
Olam Share Grant Plan. The actual number of shares to be delivered
pursuant to the 600,000 Performance Share Awards granted will range Sanjiv Misra
from 0% to 192.5% of the base award and 323,026 Performance Share Yap Chee Keong
Awards granted will range from 0% to 200.0%, both of which are
contingent on the achievement of pre-determined targets set out in the Mitsumasa Icho (appointed 1 May 2017)
3 year performance period and other terms and conditions being met.
Shekhar Anantharaman (appointed 4 January 2018)
Remuneration band of the top key executives for Yutaka Kyoya (stepped down 1 May 2017)
the year ended 31 December 2017 Sunny George Verghese (stepped down 4 January 2018)

Remuneration band No. of executives


The Board is responsible for the governance of risk.
S$1,000,000 and above 7
To assist the Board in carrying out its responsibility of
Below S$1,000,000 3 overseeing the Company’s risk management framework
and policies, the Board Risk Committee was established
Remuneration of employees who are immediate family in 2005. The BRC met 4 times during the year under
members of a Director or the Group CEO review, which included a joint meeting with the
No employee of the Company and its subsidiaries whose Corporate Responsibility and Sustainability Committee
remuneration exceeded S$50,000 during the year under (“CRSC”) to review a specific country risk. The BRC has
review was an immediate family member of a Director or the oversight of the following matters:
Group CEO. Immediate family member is defined as a spouse, • To review with Management the Group’s framework,
child, adopted child, step-child, brother, sister or parent. guidelines, policies and systems to govern the
process for assessing and managing risks;
Employee Share Grant Plan • To review and recommend annual risk limits and
The Company had adopted the new Olam Share Grant trading risk budgets;
Plan (OSGP) at the 2014 AGM. The OSGP involves the • To review benchmarks for, and major risk exposures
award of fully-paid shares, when and after pre- from, such risks;
determined performance or service conditions are • To request, receive and review reports from
accomplished. Any performance targets set under the management on risk exposures;
OSGP are intended to be based on longer-term
• To identify and evaluate new risks at an enterprise
corporate objectives covering market competitiveness,
level and to table a report to the Board;
quality of returns, business growth and productivity
growth. Details of the OSGP including its objectives, key • To review the Enterprise Risk Scorecard and
terms, potential size of grants, methodology of valuation, determine the risks to be escalated to the Board;
market price of shares that were granted as well as • To review market compliance updates and issues
outstanding, and the vesting schedule may be read as reported; and
part of the Financial Report. • To review annually the Insurance Strategy and Plan.
The Company complies with the recommendations
Accountability and audit contained in the Code and the Risk Governance
Principle 11: Risk management and internal control Guidelines issued by the Corporate Governance Council
in the approach to risk governance for the Group. The
Principle 12: Audit Committee Company has robust mechanisms and systems to
The Board, supported by the AC and BRC, oversees the identify risks inherent in the Group’s business model and
Group’s system of internal controls and risk management. strategy, risks from external factors and other exposures,
and to monitor the Company’s exposure to key risks that
could impact the business sustainability, strategy,
reputation and long-term viability of the Group. The
Board along with the BRC supported by the Chief Risk

22 Olam International Limited Annual Report 2017


and Compliance Officer (“CRCO”) and the Risk Office presented to the BRC quarterly. The Enterprise Risk
instils the right culture throughout the Company for Scorecard (“ERS”) is the result of an assessment of each
effective risk governance. of the 51 risks for likelihood of occurrence and impact.
The BRC Chair actively engages with the risk Each risk is evaluated for each business unit both on an
management team on various risk matters as well as the inherent and residual basis using a traffic-light system of
matters to be discussed at each BRC meeting. The BRC red-amber-green. The ERS is also presented to the BRC
continually reviews its terms of reference taking into on a quarterly basis which, in conjunction with the GRD
consideration the Risk Governance Guidelines and the assists the Board with (i) examining the effectiveness of
Code as well as the changing needs of the organisation. the Company’s risk management plans, systems,
processes and procedures and (ii) reviewing Company-
The Group has a rigorous risk management framework wide risk policies, guidelines and limits, as well as risk
designed to identify and assess the likelihood and impact exposure and risk treatment plans. The BRC is
of risks and to manage the actions necessary to mitigate responsible for the recommendation of the overall annual
their impact. The process identifies risks from a top-down risk capital of the Company for the approval of the Board.
strategic perspective and a bottom-up business
perspective. Overall responsibility to monitor and assess Risk Measurement, Market Compliance Controls,
risk lies with the Risk Office. The Company takes a Risk Training and Communication
holistic approach to enterprise-wide risk, monitoring
The BRC is advised by the CRCO and Risk Office
risk across each value-chain step across a wide range
on the risk measurement methodology adopted and
of both quantifiable and non-quantifiable risks.
any changes in methodology in line with industry
Risk Governance Structure best practices.
The Group has an institutionalised process in the One of the Company’s key priorities is to comply with the
governance of risk management matters. The CRCO is highest standards of business conduct. The Market
a member of the Executive Committee and reports to Compliance Office (“MCO”) is responsible for ensuring
both the Group CEO and the BRC Chair. regulatory compliance for the Company’s derivative
trading units. The MCO carries out regular trader training
The Risk Office reports to the CRCO and is responsible courses to ensure familiarity with prevailing exchange
for identifying, assessing, measuring and monitoring rules globally and ensures that all new hires are
risks, to provide the Company’s senior management and comprehensively trained in the Company’s Trading
the Board with assurance that all the risks borne by the Compliance Manual. The BRC receives a quarterly
Company are within its risk limits. The Risk Office is update on the status of compliance, initiatives and
responsible for risk monitoring and control on an changes in global regulatory laws and regulations
independent basis and undertakes regular stress-testing impacting the Company’s business and participation on
of the Company’s portfolio. exchanges. From time to time, the Company’s Risk
The Company sets risk limits as part of the annual Office publishes risk advisories on pertinent matters to
budgeting cycle, which are presented to the Board for raise awareness and to promote industry best practices.
approval. These limits include outright, basis, structure, This section should be read in conjunction with the
arbitrage and Value-at-Risk (“VaR”) as well as credit and section on Risk Management in the Strategy Report of
counterparty limits. The CRCO is mandated to allocate the 2017 Annual Report and the section on internal
the risk capital across businesses considering the control in this report.
competitive position, trading and market conditions and
the track record of each business. Performance is
continuously monitored, and risk capital allocation is
recalibrated where necessary. The assigned limits are
set at all levels of hierarchy within the structure, i.e. at
business-unit level, value-chain step level and at
profit-centre level, as well as any other limits the Risk
Office deems appropriate.

Enterprise Risk Management


The Company’s Enterprise Risk Management framework
defines 51 individual risks across 11 categories. The
oversight of each of the 51 risks is divided among the
5 Board Committees, namely, the BRC, AC, CIC, CRSC
and HRCC. Of the 51 risks, 16 are evaluated on a
quantitative basis and represented in the company’s
Group Risk Dashboard (“GRD”), the output of which is

olamgroup.com 23
Corporate governance report continued

Audit Committee (AC) • Review the proposed scope of the Internal Audit
function, the performance of the Internal Audit
function, Internal Audit findings and to approve the
Annual Internal Audit Plan and as and when there
are changes to the plan;
• Review the internal controls and procedures and
ensure coordination between the external auditors,
the internal auditors and Management, reviewing the
assistance given by Management to the auditors, and
Yap Chee Keong discussing problems and concerns, if any, arising
from the interim and final audits, and any matters
Chairman which the auditors may wish to discuss (in the
absence of the Management where necessary);
Nihal Kaviratne CBE • Review and discuss with the internal auditors, external
Rachel Eng Yaag Ngee auditors and Management any suspected fraud or
Yutaka Kyoya (appointed 1 May 2017) irregularity, or suspected infringement of any relevant
laws, rules or regulations, which has, or is likely to
Katsuhiro Ito (stepped down 1 May 2017)
have, a material impact on the Group’s operating
results or financial position, and Management’s
All the members of the Audit Committee (AC) are
response to the same;
Non-Executive Directors with a majority of members
including the AC Chair being independent. Members • Consider the appointment or re-appointment of the
of the AC have significant and varied experience and external auditors and matters relating to resignation
backgrounds in accounting, financial management- or dismissal of the auditors;
related and legal fields. • Review the scope and results of the audit and its cost
effectiveness, and the independence and objectivity
The AC met 7 times during the year under review. The
of the external auditors, annually;
AC has established terms of reference approved by the
• Review interested person transactions falling within
Board and has explicit authority to investigate any matter
the scope of Chapter 9 of the Singapore Exchange
within its terms of reference. The key functions of the
Listing Rules;
AC are to:
• Undertake such other reviews and projects as may
• Assist the Board in discharging its statutory and other be requested by the Board of Directors and report
responsibilities on internal controls, financial and to the Board of Directors its findings from time to time
accounting matters, operational and compliance on matters arising and requiring the attention of the
controls, and business and financial risk management AC; and
policies and systems; and to ensure that a review of
• Undertake such other functions and duties as may
the effectiveness of the same (which may be carried
be prescribed by statute and the Listing Rules or
out by the external or internal auditors) is conducted
recommended by the Code and by such amendments
at least annually;
made thereto from time to time.
• Review with the external auditors their audit plan, their
evaluation of the system of internal controls, their The external auditors update the AC at its quarterly
report and management letter to the AC, Management’s meetings on any changes to the accounting standards,
response, and the allocation of audit resources issues and developments with a direct impact on
according to the key business and financial risk areas financial statements.
as well as the optimum coverage and efforts between The AC has clear authority to investigate any matter
the external and internal auditors; within its terms of reference, full access to and
• Review the quarterly and annual financial statements cooperation of the Management and full discretion to
before submission to the Board of Directors for invite any Director, key executive or officers of the
approval, focusing in particular on changes in Company to attend its meetings. The Group COO,
accounting policies and practices, major operating Group CFO, Global Head for Corporate Finance, the
risk areas, the overview of all Group risk on an President and Head of Internal Audit and the external
integrated basis, significant adjustments resulting from auditors are invited to attend these meetings.
the audit, the going concern statement, compliance To enable it to discharge its functions properly, the AC,
with accounting standards, and compliance with any through Management, has access to external counsels
SGX and statutory/regulatory requirements; and consultants.

24 Olam International Limited Annual Report 2017


Financial Reporting and Key Audit Matters Management engaged KPMG to review and formulate
For the year under review, the AC discussed with an integrated assurance framework to bring more clarity
Management and the external auditors changes in and to strengthen controls. The framework brings
accounting policies and practices, major operating risk together the risk governance framework established by
areas, the overview of all Group risk on an integrated the Board Risk Committee with the various Board
basis, significant adjustments resulting from the audit, Committees providing oversight of designated key risk
the going concern statement, compliance with areas, the In-Business Control (IBC) framework
accounting standards, compliance with any SGX and implemented globally to monitor and report the inherent
statutory/regulatory requirements, and reviewed with and residual risks in key risk areas, the internal audit
Management and the external auditors the matters of framework and the work done by the control functions.
significance in the audit of the financial statements (Key The AC carried out a detailed review of the role,
Audit Matters). The AC concurs with the basis and adequacy and effectiveness of the Internal Audit function
assessment of the Key Audit Matters disclosed in the during the year and recommended changes to the
Independent Auditors’ Report of the Financial Report internal audit framework to bring more focus to and
section of the Annual Report 2017. alignment with the Group’s business. The Internal Audit
function has under the guidance of the AC Chair
External auditors enhanced the Internal Audit plan, report on findings and
the Internal Audit manual. The AC is satisfied that
The external auditors report their findings and
the Internal Audit team has appropriate standing within
recommendations independently to the AC. During the
the Company. During the year, the Committee met with
year, the AC reviewed the unaudited financial statements
Internal Audit, without the presence of Management,
of the Company before the announcement of the
to discuss any issues of concern.
financial results and the audited financial statements
prior to despatch to shareholders. During the year, the Whistleblowing
AC along with Management reviewed the adequacy,
structure and content of its results announcements to On the recommendation of the AC and the approval of the
enable easier interpretation and analysis by its Board, the Company has formalised a Code of Conduct
stakeholders. The AC also reviewed with the external (CoC) for the Group with the objective of conducting
auditors changes and proposed changes to the financial business in compliance with the letter and spirit of the law
reporting standards and the impact on the Company’s and other accepted standards of business conduct and
financial statements, tax matters, policies and global to maximise shareholder value for its continuing
developments and their audit on the Company’s systems shareholders in an ethical and environmentally
of internal control. sustainable manner. It provides the key standards and
policies that everyone working in and for Olam, including
The Committee met with the external auditors during Directors, should adhere to. The CoC also encourages
the year under review, without the presence of the and provides a channel for employees to report possible
Management Team, to discuss with them any issues of improprieties, unethical practices, etc. in good faith and
concern. The AC reviewed the nature and extent of all confidence, without fear of reprisals or concerns. All
non-audit services performed by the external auditors to information and reports are received confidentially to
establish their independence and objectivity. From the protect the identity and the interest of all whistleblowers.
review, the AC has confirmed that the non-audit services To ensure that all incidents that are reported are
performed by the external auditors would not affect their adequately brought to the notice of the stakeholders
independence. Details of the fees payable to the concerned as well as to initiate corrective action, a
external auditors in respect of audit and non-audit reporting structure is provided in detail in the CoC.
services are set out in the notes to the financial
statements of the Financial Report. The Company has A simple communication channel to allow anonymous
complied with Rule 712, and Rule 715 read with Rule reporting of any fraud, misappropriation, improprieties or
716 of the Listing Manual of the SGX-ST in relation to its unethical practices is set out in the CoC. A completely
auditing firms. anonymous online report may be made using a reporting
link http://www.jotform.me/iaolamint/FraudInformation
Taking all relevant factors into consideration, the Channel. Any report so made reaches the Internal Audit
Committee made its recommendation to the Board to department immediately. An alternative to the above for
re-appoint the current auditors, which was endorsed by reporting a fraud can be by email sent directly to the
the Board. Internal Audit department at ia@olamnet.com. Report
can also be made by mail to the Head of Risk and
Internal audit Compliance. The phone line to the Compliance Officer is
The AC regularly reviews the areas of audit undertaken 65 6339 4100 (ask for the compliance officer).
by Internal Audit, key findings by Internal Audit,
To safeguard the whistleblower from retaliation, should
complaints received from the whistleblowing channel,
employees suspect that they are being targeted or have
the resource adequacy and the effectiveness of the
actions taken against them in retaliation for raising a
Internal Audit function. During the year, the AC and

olamgroup.com 25
Corporate governance report continued

compliance or integrity issue, they should immediately Enterprise Risk Management (ERM) Framework and
report such suspicions using the communication put forth changes to the ERM Framework by identifying
channels provided in the CoC and as set out above. the key risk categories and risk events, strengthening
The CoC may be referred to on the Company’s website risk governance through Board Committees, oversight
at olamgroup.com. of risk categories and the analysis of risks.

Internal controls Integrated assurance


The Company’s internal controls structure consists of The Company has in place an Integrated Assurance
the policies and procedures established to provide Framework to ensure the adequacy and effectiveness
reasonable assurance that the organisation’s related of the internal controls, including financial, operational,
objectives will be achieved, the enterprise risk compliance and information technology controls, and
management framework to examine the effectiveness risk management systems.
of the Company’s risk management plans, systems, The Board has received assurance from the Group CEO,
processes and procedures, the IBC framework the Group COO and the Group CFO that:
implemented across the geography and entities where • the financial records have been properly maintained
the Company operates, the audit by internal auditors and the financial statements give a true and fair view
including any specialised audit commissioned and the of the Company’s operations and finances; and
work done by external auditors.
• from their review with the risk owners of their
Olam has established authorisation and financial assessments of the standard operating procedures
approval limits for operating and capital expenditure, the framework, escalation reporting, breaches and
procurement of goods and services, and the acquisition assurance processes, they are satisfied with the
and disposal of investments. Apart from reserved matters adequacy and effectiveness of the Company’s risk
that require the Board’s specific approval, such as the management and internal control systems.
issue of equity and dividend and other distributions,
Based on the work performed under the integrated
Board approval is required for transactions exceeding
assurance framework, the work performed by the control
certain threshold limits, while delegating authority for
functions, the internal and external auditors, the
transactions below those limits to Board Committees
assurance received from the Group CEO, the Group
and Management to optimise operational efficiency.
COO and the Group CFO as well as the reviews
The Standard Operating Procedure (SOP) and Field undertaken by various Board Committees:
Operations Manual (FOM) policies prescribe the
• the Board, with the concurrence of the BRC, is of the
process and documentation requirements for all our
view that the Group’s risk management systems are
procurement, grading, sorting, processing, storage,
adequate and effective; and
transits and shipment of our products. Strict adherence
to the SOP and FOM is the key to our control over • the Board, with the concurrence of the AC, is of the
financial and operational risks. To ensure compliance, opinion that the internal controls, addressing the
periodical internal and external audit reviews are financial, operational, compliance and information
routinely carried out. technology risks of the Company, are adequate and
effective to meet the needs of the Group in its current
In 2017, Management in consultation with the AC further business environment.
improved on the In-Business Control (IBC) framework
implemented since 2016 to capture the inherent level Whilst the internal audit and the internal controls systems
of risk, its impact, the monitoring frequency and the put in place by Management provide reasonable
risk owners. The 5 risk areas covered under the IBC assurance against material financial misstatements or
Framework are, (i) capex execution and monitoring; (ii) loss, and assurance reliability, relevance and integrity of
credit control-trade debtors; (iii) credit control-advance information (including financial information), completeness
to suppliers; (iv) inventory control and (v) statutory of records, safeguarding of assets, effectiveness and
compliance and risks. The IBC Framework forms part of efficiency of operations and compliance with applicable
the integrated assurance matrix, which includes the policies, laws and regulations, it is opined that such
Risk Dashboard and the work done by Internal Audit. assurance cannot be absolute in view of the inherent
The internal audit findings are tracked and included as limitations of any internal audit and internal controls
key performance indicators in managers’ performance system against the occurrence of significant human
evaluation systems, to ensure the desired influence and system errors, poor judgement in decision-making,
on behaviour. losses, fraud or other irregularities.

During the year under review, Management in Principle 13: Internal audit
consultation with the BRC and AC Chair assessed the The Internal Audit function is an important line of

26 Olam International Limited Annual Report 2017


defence for the Company; central to the overall
Integrated Assurance Framework as well as the
Capital and Investment Committee
governance process. Internal Audit provides a source (CIC)
of confidence to both Management and the AC that
there is sound managerial control over all aspects of the
operations of the Group including statutory compliance,
accounting, asset management and control systems.
Rajeev Kadam, President and Head of Internal Audit,
reports directly to the Chairman of the AC and
administratively to the Group CEO. The AC participates
in the appointment, replacement or dismissal and the
evaluation of the Head of Internal Audit. The Internal Sanjiv Misra
Audit team includes members with relevant qualifications Chairman
and experience. Internal audit is carried out according to
the standards set by nationally or internationally
Lim Ah Doo
recognised professional bodies including the Standards
for the Professional Practice of Internal Auditing set by Jean-Paul Pinard
The Institute of Internal Auditors. The Internal Audit team Sunny George Verghese
has full, free and unrestricted access at all times to all Shekhar Anantharaman
books, personnel, documents, accounts, property, Marie Elaine Teo
vouchers, records, correspondence and other data of
Mitsumasa Icho (appointed 1 May 2017)
the Company. The internal auditors also have the right to
Yap Chee Keong (appointed 4 January 2018)
enter any premises of the Group and to request any
officer to furnish all information and such explanations Yutaka Kyoya (stepped down 1 May 2017)
deemed necessary for them to form an opinion on the
probity of action and adequacy of systems and/or controls. The CIC meets every quarter, and more often if required,
either by way of physical meetings or via telephone
As part of the Integrated Assurance Framework, the AC conference. The CIC is governed by established terms
and IA regularly review the scope of the internal audit of reference and has oversight of the following matters:
carried out by the Internal Audit team to ensure that it is
comprehensive and to enable the effective and regular • To review the financial strategies, policies, gearing,
review of all operational, financial and related activities. financial risks and capital structure of the Company;
The internal audit coverage extends to all areas of the • To review and recommend the annual financing plan;
Company and its controlled entities and includes • To review and recommend equity capital-raising plans;
financial, accounting, administrative, computing and • To review and recommend debt capital-raising plans
other operational activities. An internal compliance and significant banking arrangements;
monitoring system is in place as a self-assessment tool
• To review investment policy guidelines and capital
for monitoring the performance of the business units on
expenditure plans;
key control aspects and processes.
• To review and assess the adequacy of foreign
The AC reviews the proposed scope and performance currency management;
of the Internal Audit function, Internal Audit findings • To review and recommend on mergers, acquisitions
and management response, and the Annual Internal and divestments; and
Audit Plan. It ensures that no limitation on audit
• To evaluate periodically the performance of the
has been imposed.
businesses in relation to the capital allocated.
In 2017, the CIC met 6 times. The CIC reviewed its terms
of reference, the policy governing the authority limits of
Management, the CIC and the Board in respect of
capital expenditure and divestments, and the financing
plans and authority of Management arising thereto.
A semi-annual review of the progress of all investments
made to date was also carried out by the CIC. Under
the revised Enterprise Risk Management framework,
the CIC also provides oversight on certain risk category
and risk events.
The CIC has access to any member of the team in its
review of investments and divestments, and actively
engages the Management Team and consultants when
deliberating on any investment or divestment proposal.

olamgroup.com 27
Corporate governance report continued

Corporate Responsibility and During the year under review, the Committee reviewed
and discussed the Company’s engagement with the
Sustainability Committee (CRSC) Non-Governmental Organisations in the sustainability
sphere as well as the approach to the global issues
concerning environment and sustainability.
The Committee actively monitors corporate responsibility
and sustainability issues and the reporting by Management
on such issues in the Company’s pursuit of various
investments. As part of the CRSC’s active engagement
on corporate responsibility and sustainability matters
concerning the Group’s business and operations, the
Jean-Paul Pinard Chairman and members of the CRSC may, collectively or
Chairman individually, visit some of the Company’s global operations,
along with members of the Management Team, to gain
deeper insights into the CR&S activities on the ground.
Nihal Kaviratne CBE
Marie Elaine Teo Principle 14: Shareholders’ rights
Yutaka Kyoya (appointed 1 May 2017)
Principle 15: Communication with shareholders
Sunny George Verghese (appointed 4 January 2018)
Shekhar Anantharaman (stepped down 4 January 2018) Principle 16: Conduct of shareholder meetings
Katsuhiro Ito (stepped down 1 May 2017)
Enhancing investor communication
At Olam, we believe that profitable growth, as a way At Olam, we believe it is important for us to communicate
of doing business, needs to incorporate creating our business, strategic developments, financial,
value on an ethically, socially responsible and environmental, social and governance and other
environmentally sustainable basis. We have called non‑financial information to shareholders, investors,
this ‘Growing Responsibly’. analysts (collectively referred to as the investing
community) and key intermediaries (including financial
The CRSC met 4 times during the year. The terms of
media, brokers and independent research organisations)
reference of this Committee include:
who provide research and information on the Company.
• To review and recommend to the Board the Corporate Concurrently, we aim to understand their perspectives
Responsibility and Sustainability (CR&S) vision and and requirements for decision-making and improve
strategy for the Group; two-way communication.
• To oversee the integration of CR&S perspectives into Since the 2014-2016 Strategic Plan, one of our
the Company’s strategy and businesses; strategic priorities has been to promote a better
• To review global CR&S issues and trends and assess understanding of Olam’s business by enhancing
their potential impact on the Group; stakeholder communication. We have supplemented
• To review the state of the Group’s health and safety our Company disclosure with details on investment
measures and status; performance and held investor days and field visits
• To monitor implementation, through the CR&S to Olam’s operational sites.
function, strategy as well as policies and investments To facilitate better understanding and analysis, we
in the CR&S area; have improved the structure and content of our results
• To review the progress made on various initiatives; announcements by publishing a quarterly Management
• To support Management’s response to crisis, Discussion and Analysis (MD&A) statement, which
where required; includes a business commentary, key operational
• To review the Company’s report and statement on and financial highlights and a detailed review of
sustainability activities, commitment and involvement financial performance.
and its (Olam) Livelihood Charter; and We have also produced additional corporate literature,
• To review the adequacy of the CR&S function. such as ‘Olam Insights’ since 2015, a quarterly
The CRSC actively engages the CR&S function headed newsletter for investors that features our different
by Dr. Christopher Stewart with oversight by Gerard business platforms and profit centres around the world.
Manley, a member of the Executive Committee, in the The Group Investor Relations department has lead
formulation and implementation of various sustainability responsibility for enhancing communication with the
policies and projects. investing community, with the active involvement of
The CRSC plays a pivotal role in monitoring the state of the Group CEO, Group COO and Group CFO, and in
health and safety within the Group, ensuring a culture of consultation with the Global Corporate Responsibility
zero tolerance to fatality, and reviews the health and and Sustainability department on environmental, social
safety report from MATS on a quarterly basis. and governance issues.

28 Olam International Limited Annual Report 2017


In order to track and measure progress against our The Group Investor Relations department periodically
targets as stated in the Strategic Plan, we have also receives investor/analyst requests for meetings or
introduced new key financial metrics and enhanced the conference calls to discuss the Company. Generally,
quality of our financial information. we accede to all requests for meetings/calls where our
schedule permits, provided these meetings/calls do not
Delivering quality and timely information in fall within the closed periods prior to the announcement
a transparent manner of financial results.
We aim to deliver information to the investing community In addition to outreach programmes targeted at
and key intermediaries in a timely manner. We hold institutional investors, we maintain communication with our
media and analysts’ conferences quarterly to announce employee and retail shareholders, through our employee
our financial and operating results. These quarterly portal and shareholder communication services facilitated
results briefings are webcast live to cater to global by the Securities Investors’ Association of Singapore
audiences. The full financial statements, press release, (SIAS) respectively.
MD&A and presentation materials provided at the
conferences are disseminated through the SGXNET onto Tracking changes in the shareholder base and
the SGX website outside trading hours, uploaded onto interaction with the investing community
the Company’s website and disseminated by email to We track and monitor changes in our shareholder base
subscribers to our news alerts and investor relations regularly to help us tailor our shareholder engagement
mailing list. and targeting programmes.
Our investor relations website (olamgroup.com/investor- We maintain an active electronic database of the
relations) is the go-to resource for the investing investing community, which allows us to target investors
community for quality and timely information. Besides and track every investor meeting so that we can
announcements, it contains Company news, investor measure the frequency and quality of conversations.
presentations, earnings webcasts, transcripts of This system also enables us to deliver our Company
earnings conference calls, historical financial information results and announcements to the investing community
on spreadsheets, annual reports, consensus estimates, electronically at the same time as these are
upcoming events, shareholding structure and disseminated through SGXNET so that investors have
dividend information. access to our information on a timely basis.
In addition to the quarterly results briefings, we hold media As the internet, social media and other mobile
and analysts’ conferences and teleconference calls to applications have become more accessible, we
communicate important corporate developments. Such continue to leverage such means to achieve a greater
media and analyst conferences are also webcast live. and faster reach to the investing community and
facilitate their research by providing on-the-go access
Engaging the investing community
to financial and non-financial information, webcasts,
Apart from these forums, we hold meetings, telephone tweets and other resources.
and video conference calls with the investing community
and organise investor days to facilitate their Obtaining and acting on feedback from the
understanding of the Company’s business model and investing community
growth strategies. We conduct investment roadshows
We conduct investor perception surveys to seek the
and participate in investment conferences on a selective
investing community’s feedback on the Company.
basis. Where necessary, the frequency of conducting
The study we undertook in 2013 formed our 2013
roadshows and attending investment conferences may
Strategy Review and helped formulate our 2014-2016
increase to meet the Company’s requirements of
Strategic Plan. We also commission annual surveys
communicating important key messages and addressing
with the investing community to gather their feedback
market concerns.
on annual reports.
Investor Relations activities in 2017
Encouraging greater shareholder participation at
Date Event
Annual General Meetings (AGMs)
28 February Briefing on 2016 results
We regard the AGM as an opportunity to communicate
25 April 22nd Annual General Meeting
directly with shareholders. We are committed to
15 May Briefing on Q1 2017 results establishing more effective ways of communicating
14 August Briefing on Q2 2017 results with our shareholders around the AGM. Shareholders
15 November Briefing on Q3 2017 results are informed of these meetings through notices
16 November Morgan Stanley 16th Annual Asia Pacific published in the newspapers or through circulars. To
Summit, Singapore encourage more shareholder participation, our AGMs
are held in Singapore’s city centre, which is easily
accessible by most shareholders.

olamgroup.com 29
Corporate governance report continued

Board members including the Chairman of all Board During the AGM, shareholders are given the opportunity
Committees, namely, the AC, BRC, CIC, CRSC, GNC and to ask questions or raise issues. The questions and
HRCC, and key executives of the Senior Management answers are recorded and detailed in the minutes, which
Team, attend the AGM. Our external auditors are also are available to shareholders upon request.
present to assist the Directors in addressing shareholders’ Voting in absentia by mail or electronic means requires
queries. The Group CEO or Group COO delivers a careful study and is only feasible if there is no
presentation to update shareholders on the Group’s compromise to either the integrity of the information and/
progress over the past year. or the true identity of the shareholder.
We treat shareholder issues, particularly those that
require shareholders’ approval, such as the re-election Recognitions
of Directors and approval of Directors’ fees, as Olam’s 2016 Annual Report won Bronze Award at the
distinct subjects and submit them to the AGM as 2017 Corporate & Financial Awards. The award was
separate resolutions. presented to Olam in the “Best Printed Report:
In support of greater transparency and an efficient voting International” category, which honours reports that
system, the Company has been conducting electronic successfully use one document to tell an organisation’s
poll voting since 2011. Shareholders who are present in corporate story to stakeholders and allow for ease of
person or represented at the meeting will be entitled to access to key information.
vote on a one-share, one-vote basis on each of the The 2016 Annual Report also won the Company the
resolutions by poll, using an electronic voting system. honour of international winner for being the most
Voting and vote tabulation procedures are declared effective in integrating sustainability into corporate
and presented to shareholders in a video before the communications at the IR Society (UK)’s Best Practice
AGM proceeds. The Company appoints an independent Awards 2017.
scrutineer to count and validate the votes at the AGM.
The Company was declared the winner of the Singapore
The independent scrutineer for the 22nd AGM was RHT
Corporate Governance Award (SCGA) 2017, Consumer
Corporate Advisory. The results of all votes cast for and
Staples Category at SIAS 18th Investors’ Choice Awards.
against in respect of each resolution, including
The SCGA is jointly developed by SIAS with the Centre
abstaining votes, are instantaneously displayed at the
for Governance, Institutions and Organisations (CGIO) of
meeting and announced on SGXNET after the AGM.
the NUS Business School to recognise listed companies
All Board members were present at the 22nd AGM: that have excellent corporate governance practices and
Chairman of the Board Committees shareholder interests.

Lim Ah Doo, Chairman of the GNC and HRCC Securities transactions


Yap Chee Keong, Chairman of the AC The Company is committed to transparency, fairness
Jean-Paul Pinard, Chairman of the CRSC and equity in dealing with all shareholders and in
ensuring adherence to all laws and regulations that
Sanjiv Misra, Chairman of the CIC govern a company listed and trading on the SGX-ST.
Marie Elaine Teo, Chairman of the BRC The Employee Share Dealing Committee (‘ESDC’) was
set up to formulate and review best practice in the
Board Members
dealing of securities by Directors, executives and
Sunny George Verghese, Executive Director, employees. The ESDC is chaired by a Senior
Co‑Founder and Group CEO Management Team member, Ranveer Singh Chauhan,
Nihal Vijaya Devadas Kaviratne CBE, Independent and with members, V. Srivathsan, Joydeep Bose and N.
Non-Executive Director Muthukumar. The ESDC reports to the Group CEO.

Rachel Eng Yaag Ngee, Independent and Through the ESDC, the Company has a policy on
Non‑Executive Director dealings in securities of the Company in line with the
SGX-ST Listing Rules for its Directors and employees,
Katsuhiro Ito, Non-Executive Director (stepped down setting out the implications of insider trading and
on 1 May 2017) guidance on such dealings. The policy provides that the
Yukaka Kyoya, Non-Executive Director Company, its Directors and employees must not deal in
the Company’s securities at any time after a price-
Shekhar Anantharaman, Executive Director and
sensitive development has occurred, or has been the
Group COO
subject of a decision, until the price-sensitive decision
has been publicly announced. Directors and employees
are discouraged from short-term speculative trading in
the Company’s securities; personal investment

30 Olam International Limited Annual Report 2017


decisions should be geared towards long-term In the event that any of the AC members has an interest
investment. In particular, the Company, its Directors in an IPT under review or any business or personal
and executives will not deal in the Company’s securities connection with the parties or any of its associates, the
during the following periods: relevant AC member shall abstain from any decision-
• commencing 2 weeks prior to making public the making procedure in respect of that IPT, and the review
quarterly financial results and ending at the close of and approval of that IPT will be undertaken by the
trading on the date of the announcement of the remaining members of the AC where applicable. If there
relevant results; and is only 1 member of that approving authority or where all
the members of the relevant approving authority of the
• commencing 1 month prior to making public the
IPT are conflicted, the approval from the next higher
annual financial results and ending at the close of
approving authority shall be sought.
trading on the date of the announcement of the
relevant results. Shareholders of the Company who are interested
persons of an IPT shall also abstain from voting their
In keeping with the policy, Directors and employees of
shares on a resolution put to the vote of shareholders
the Company are notified of close periods for dealing in
in relation to the approval of such IPT.
the Company’s securities as well as any special dealing
restriction that may be imposed from time to time. Directors who are deemed an interested person of an
IPT that requires the approval of shareholders will
Directors who deal in the shares and any other securities
abstain from voting his/her holding of shares (if any) on
of the Company are required to notify the Company within
any resolution put to the vote of shareholders in relation
2 business days of becoming aware of the transaction.
to the approval of any IPT. Directors will also decline to
Material contracts accept appointment as proxy for any shareholder to vote
in respect of such resolution unless the shareholder
There were no material contracts entered into by the concerned shall have given specific instructions in his/
Company or any of its subsidiaries involving the interests her proxy form as to the manner in which his/her votes
of any Director or controlling shareholder. are to be cast in respect of such resolution.
Interested person transactions
All transactions with interested persons are reviewed by
the internal auditors and reported to the AC for approval.
The transactions are carried out on normal commercial
terms and are not prejudicial to the interests of the
Company or its minority shareholders. The Company’s
disclosures in respect of interested person transactions
(IPT) for the financial year ended 31 December 2017 are
as follows:
FY 2017
Parties S$

Singapore Telecommunications Limited 1,043,450


SP Services Ltd 7,067
StarHub Ltd 10,327
DBS Bank Limited 1,362,543
Standard Chartered Bank 2,255,485
Mitsubishi Corporation 19,045,095
Mitsubishi International Corporation 421,166
MC Agri Alliance, Ltd 61,740,625
MS Commercial Pte. Ltd. 2,390,861
Total 88,276,619

olamgroup.com 31
Corporate governance report continued

Board Committee Membership – At a glance


as at 4 January 2018

Directors Membership Board Committees Date of first appointment

Lim Ah Doo Chairman, Governance and Nomination Committee (C) 1 November 2016
Independent (assumed
Human Resource and Compensation Committee (C)
Chairmanship on
Non-Executive Capital and Investment Committee (M) 1 January 2017)
Sunny George Executive Capital and Investment Committee (M) 11 July 1996
Verghese Corporate Responsibility and Sustainability Committee (M)
Jean-Paul Pinard Independent Corporate Responsibility and Sustainability Committee (C) 29 October 2008
Non-Executive Capital and Investment Committee (M)
Human Resource and Compensation Committee (M)
Sanjiv Misra Independent Capital and Investment Committee (C) 1 November 2013
Non-Executive Board Risk Committee (M)
Human Resource and Compensation Committee (M)
Nihal Vijaya Independent Audit Committee (M) 1 October 2014
Devadas Non-Executive Corporate Responsibility and Sustainability Committee (M)
Kaviratne CBE
Yap Chee Keong Independent Audit Committee (C) 1 December 2015
Non-Executive Board Risk Committee (M)
Capital and Investment Committee (M)
Governance and Nomination Committee (M)
Marie Elaine Teo Independent Board Risk Committee (C) 1 December 2015
Non-Executive Capital and Investment Committee (M)
Corporate Responsibility and Sustainability Committee (M)
Yutaka Kyoya Non-Executive Audit Committee (M) 1 November 2015
Governance and Nomination Committee (M)
Corporate Responsibility and Sustainability Committee (M)
Rachel Eng Yaag Independent Audit Committee (M) 25 April 2016
Ngee Non-Executive Governance and Nomination Committee (M)
Human Resource and Compensation Committee (M)
Mitsumasa Icho Non-Executive Capital and Investment Committee (M) 1 May 2017
Board Risk Committee (M)
Human Resource and Compensation Committee (M)
Shekhar Executive Board Risk Committee (M) 1 April 1998
Anantharaman Capital and Investment Committee (M)

32 Olam International Limited Annual Report 2017


Summary of Disclosures of Code of Corporate Governance 2012
Specific principles and guidelines in the Code with express disclosure requirements pursuant to
the Corporate Governance Disclosure Guide issued by the Singapore Exchange on 29 January 2015.

Principle/Guidelines Page Principle/Guidelines Page

Guideline 1.3 12 Guideline 7.3 NA


Board delegation of authority Remuneration consultants

Guideline 1.4 14 Principle 9 20-21


Board attendance Remuneration policies, level and mix

Guideline 1.5 12 Guideline 9.1 to 9.3 20-21


Material transactions for Board approval Remuneration of Directors, CEO and
top 5 key management personnel

Guideline 1.6 15 Guideline 9.4 22


Induction and training Remuneration of employees who are
immediate family members of directors

Guideline 2.3 15-16 Guideline 9.5 22


Directors’ independence Employee share schemes

Guideline 2.4 16 Guideline 9.6 21


Directors’ nine years tenure Remuneration linked to performance

Guideline 3.1 16 Guideline 11.3 26


Chairman and CEO relationship Adequacy of internal controls

Guideline 4.1 17 Guideline 12.1 24-27


Nomination Committee Audit Committee

Guideline 4.4 18 Guideline 12.6 25


Number of board memberships Audit and non-audit fees

Guideline 4.6 18 Guideline 12.7 25


Appointments, selection, re-appointments Whistleblowing policy

Guideline 4.7 6-11 Guideline 12.8 24


Key Directors’ information Audit Committee training on changes to accounting
standards and issues impacting financial statements

Guideline 5.1 18 Guideline 15.4 28-29


Board evaluation Obtaining views of the shareholders

Guideline 7.1 20 Guideline 15.5 NA


Remuneration Committee Reasons where dividends are not paid

olamgroup.com 33
Corporate information

LEADERSHIP TEAM Company Secretary


Victor Lai Kuan Loong

Registered office
7 Straits View
Governance
Leadership

Board Non-Executive Marina One East Tower


#20-01
Singapore 018936
CEO & COO Executive Telephone: (65) 6339 4100
Fax: (65) 6339 9755
Executive Committee
Auditor
Operating Committee Ernst & Young LLP
One Raffles Quay North Tower
Level 18
Management Committee
Singapore 048583
Partner in charge:
72,000
Vincent Toong Weng Sum
Employees (since financial year 30 June 2013)

Principal bankers
Executive Committee Australia and New Zealand
Banking Group Limited
Sunny George Verghese Gerard Anthony Manley Ashok Hegde Greg Estep
Shekhar Anantharaman Vivek Verma Srivathsan Venkataramani KC Suresh Banco Bilbao Vizcaya
Jagdish Parihar Ashok Krishen Ranveer Chauhan Joe Kenny
Argentaria S.A

Operating Committee BNP Paribas


Amit Khirbat Gerard Anthony Manley MD Ramesh Sandeep Kumar Jain Commerzbank AG
Anupam Jindel Greg Estep Mukul Mathur Sathyamurthy Mayilswamy
Aravind Velamur Jagdish Parihar Neelamani Muthukumar Shekhar Anantharaman Commonwealth Bank of
Rajaqopala Jayant Parande Raja Saoud Srivathsan Venkataramani
Arun Sharma
Australia
Joe Kenny Rajeev Kadam Sunny George Verghese
Ashok Hegde Joydeep Bose Ramanarayanan Mahadevan Supramaniam Ramasamy Credit Suisse Group AG
Ashok Krishen KC Suresh Ranveer Chauhan Suresh Sundararajan
Devashish Chaubey Mahesh Menon Ravi Pokhriyal Tejinder Singh DBS Bank Ltd
Gagan Gupta Martial Genthon S. Venkita Padmanabhan Vivek Verma
ING Bank N.V.
Management Committee JPMorgan Chase Bank, N.A.
Abhishek Sahai Devashish Chaubey Manish Dhawan Sameer Patil
Mizuho Bank, Ltd
Alain Fredericq Eduardo Andrade Manoj Vashista Sandeep Daga
De Freitas
Amit Agrawal Manvinder Singh Sandeep Hota National Australia Bank Limited
Amit Gulrajani G. Srinivasakumar MD Ramesh Sandeep Jain
Amit Khirbat Gagan Gupta Mehra Saurabh Sanjay Sacheti Natixis
Amit Verma George Joseph Michael J Smyth Sathyamurthy Mayilswamy
Anurag Shukla Gerard Anthony Manley Mukul Mathur Shankar Rao Rabobank International
Anupam Gupta Girish Kumar Nair Munish Minocha Sharad Gupta
Anupam Jindel Greg Estep Naveen Sharma Shekhar Anantharaman
Standard Chartered Bank
Aravind VR Gurpreet Singh Neelamani Muthukumar Sridhar Krishnan
Heemskerk Rinus
Sumitomo Mitsui Banking
Arouna Coulibaly Partheeban Theodore Sriram Subramanian
Arun Sharma Indranuj Choudhury Paul Hutchinson Srivathsan Venkataramani Corporation
Ashish Govil Jagdish Parihar Prakash Jhanwer Stephen Driver
Ashok Hegde Janaky Grant (Dr) Prakash Kanth Sumanta De
The Bank of Tokyo-Mitsubishi
Ashok Krishen Jayant Parande Premender Sethi Sunil Agarwal UFJ, Ltd
Bikash Prasad Jeff Pfalzgraf Raj Vardhan Sunny George Verghese
Brijesh Krishnaswamy Jeronimo Antonio Raja Saoud Supramaniam Ramasamy
The Hongkong and Shanghai
Pereira Banking Corporation Limited
Briony Rudder Mathieson Rajeev Kadam Suresh Ramamurthy
Jim Fenn
Chandrasekaran Balaji Ramanarayanan Suresh Sundararajan
Chris Beetge
Joe Kenny Mahadevan Syed Abdul Azeez Westpac Banking Corporation
Joseph West Ranjan Naik
Chris Thompson Thiagaraja Manikandan
Joydeep Bose Ranveer Chauhan
Christopher Stewart Tejinder Singh
Juan Antonio Rivas Ravi Pokhriyal
Chye Yeong Thomas Gregersen
Kartik Balasubramanian Raymond G Steitz
Damien Houlahan Vasanth Subramanian
KC Suresh Rishi Kalra
Darshan Raiyani Vibhu Nath
Kameswar Ellajosyula Robert Dall’Alba
Dave De Frank Vinayak Narain
Kaushal Khanna S. Venkita Padmanabhan
David Watkins Vipan Kumar
L. G. Moorthy Sachin Sachdev
Deepak Kaul Vivek Verma
Mahesh Menon Sameer Kaushal

34 Olam International Limited Annual Report 2017


Shareholding information letter

Substantial Shareholders
(As recorded in the Register of Substantial Shareholders as at 16 March 2018)
Direct Deemed
Name of Shareholder Number of Shares1 Number of Shares1

1. Breedens Investments Pte. Ltd.2 1,394,271,494 –


2. Aranda Investments Pte. Ltd.2 312,814,360 –
3. Seletar Investments Pte Ltd2 – 1,707,085,854
4. Temasek Capital (Private) Limited2 – 1,707,085,854
5. Temasek Holdings (Private) Limited2 – 1,707,085,854
6. Mitsubishi Corporation3 554,689,829 –
7. Allan & Gill Gray Foundation (Guernsey)4 – 221,277,796
8. Orbis Allan Gray Limited4 – 221,277,796
9. Orbis Holdings Limited4 – 221,277,796
10. Orbis Investment Management Limited4 – 221,277,796
11. Orbis Investment Management (Hong Kong) Limited4 – 181,506,595
12. Kewalram Singapore Limited5 223,769,921 –
13. Chanrai Investment Corporation Limited5 – 223,769,921
14. Kewalram Chanrai Holdings Limited5 – 223,769,921
15. GKC Trustees Limited (as trustees of Girdhar Kewalram Chanrai Settlement)5 – 223,769,921
16. MKC Trustees Limited (as trustees of Hariom Trust)5 – 223,769,921
17. DKC Trustees Limited (as trustees of Dayal Damodar Chanrai Settlement)5 – 223,769,921

Notes:
(1) Percentages of shareholdings are calculated based on the total 1. Orbis Emerging Markets Equity Fund (Australia Registered)
number of issued ordinary shares (excluding treasury shares) being 2. Orbis Institutional Emerging Markets Equity LP
3,172,225,057 as at 16 March 2018.
3. Orbis Global Equity LE Fund (Australia Registered)
(2) Temasek Holdings (Private) Limited’s (“Temasek”) interest arises
from the direct interest held by Breedens Investments Pte. Ltd. 4. Orbis Global Equity Fund (Australia Registered)
(“Breedens”) and Aranda Investments Pte. Ltd. (“Aranda”). 5. Orbis Global Balanced Fund Wholesale Class (Australia
(A) Temasek’s deemed interest through Breedens 43.95% Registered)
(i) Breedens has a direct interest in 43.95% of voting shares of 6. Orbis SIVAC – Orbis Global Balanced Fund
the Company. 7. Orbis Institutional Equity LP
(ii) Breedens is a wholly-owned subsidiary of Seletar Investments 8. Orbis Institutional Global Equity Fund
Pte Ltd (“Seletar”). 9. Orbis Global Equity Fund
(iii) Seletar is a wholly-owned subsidiary of Temasek Capital 10. Orbis Institutional Global Equity (OFO) Fund
(Private) Limited (“Temasek Capital”).
11. Orbis Institutional Global Equity LP
(iv) Temasek Capital is a wholly-owned subsidiary of Temasek.
12. Orbis Institutional International Equity LP
(B) Temasek’s deemed interest through Aranda 9.86%
13. Orbis Optimal LP
(i) Aranda has a direct interest in 9.86% of voting shares of the
Company. 14. Orbis Optimal SA
(ii) Aranda is a wholly-owned subsidiary of Seletar. 15. Orbis SICAV – Orbis Global Equity
(iii) Seletar is a wholly-owned subsidiary of Temasek Capital. 16. Allan Gray Australia Balanced Fund
(iv) Temasek Capital is a wholly owned subsidiary of Temasek. 17. Orbis SICAV – Orbis Institutional Equity
Total deemed interest of Temasek 53.81% 18. Orbis OEIC Global Balanced Fund
(3) Total interest of Mitsubishi Corporation 17.49% 19. Orbis OEIC Global Equity Fund
(4) As a result of a restructuring exercise of the Orbis Group 20. Orbis SICAV - Orbis Emerging Markets Fund
(“Restructuring Exercise”), Orbis Allan Gray Limited and Allan & Gill by virtue of OIML’s ability to make or execute investment decisions on
Gray Foundation (Guernsey) have on completion of the Restructuring behalf of these entities.
Exercise, become substantial shareholders of the Company by virtue
None of the above Orbis funds individually holds 5% or more of the
of their deemed interest in the shares managed by their indirect
Company’s shares.
subsidiary, Orbis Investment Management Limited (“OIML”), which is
a fund manager of the Orbis funds. The fund manager has the ability Total deemed interest of Orbis Group 6.98%
to vote and acquire/dispose of the Company’s shares for and on (5) Kewalram Singapore Limited (“KSL”) is a wholly-owned subsidiary
behalf of the Orbis funds. of Chanrai Investment Corporation Limited (“CICL”), which in turn is
Orbis Holdings Limited is the holding company for OIML and Orbis a wholly-owned subsidiary of Kewalram Chanrai Holdings Limited
Investment Management (Hong Kong) Limited (“OIMHK”). Orbis (“KCHL”). By virtue of section 4(7)(d) of the Securities and Futures
Allan Gray Limited and Allan & Gill Gray Foundation (Guernsey) are Act (Chapter 289), each of CICL and KCHL are deemed to be
the parent entities for Orbis Holdings Limited. interested in the voting shares of the Listed Issuer (“Shares”).
On 1 January 2017, OIML sub-delegated some of its portfolio GKC Trustees Limited (as trustees of Girdhar Kewalram Chanrai
management duties, including the authority to dispose of securities, settlement) (“GKC Settlement”), MKC Trustees Limited (as trustees of
to OIMHK. By virtue of the sub-delegation, OIAHK and OIMHK have Hariom Trust)(“Hariom Trust”) and DKC Trustees Limited (as trustees
deemed interest in the voting shares of the Company. OIML still of Dayal Damodar Chanrai Settlement)(“DDC Settlement”) are
retains overall investment management oversight, including voting shareholders of KCHL. By virtue of section 4(5) of the Securities and
shares in the Company, held by the portfolios. Futures Act (Chapter 289), each of the GKC Settlement, Hariom Trust
and DDC Settlement are deemed to be interested in the voting shares
OIML is part of the Orbis Group. OIML is a substantial shareholder
of the Listed Issuer (“Shares”).
of the Company as it has deemed interests in the shares of the
Company held by the following Orbis funds: CICL, KCHL, GKC Settlement, Hariom Trust and DDC Settlement are
deemed interested in the 223,769,921 Shares held by KSL.

olamgroup.com 35
Shareholding information continued

Statistics of Shareholdings
As at 16 March 2018

Issued and fully Paid-up Capital $3,812,922,224.14


Number of Ordinary Shares in issue (excluding Treasury Shares) 3,172,225,057
Number of Ordinary Shares held as Treasury Shares 98,793,600
Percentage of Treasury Shares held against the total number of Issued 3.11%
Ordinary Shares outstanding (excluding Treasury Shares)
Class of Shares Ordinary Shares
Voting Rights One vote per share

Distribution of Shareholdings
Size of Shareholdings No. of Shareholders % No. of Shares %
1 – 99 106 1.73 3,230 0.00
100 – 1,000 793 12.92 652,959 0.02
1,001 – 10,000 4,058 66.12 19,177,275 0.61
10,001 – 1,000,000 1,158 18.87 50,572,747 1.59
1,000,001 and above 22 0.36 3,101,818,846 97.78
Total 6,137 100.00 3,172,225,057 100.00

Twenty Largest Shareholders


No. Name No. of Shares %
1 Breedens Investments Pte Ltd 1,394,271,494 43.95
2 HSBC (Singapore) Nominees Pte Ltd 571,111,267 18.00
3 Citibank Nominees Singapore Pte Ltd 360,657,977 11.37
4 Aranda Investments Pte Ltd 312,814,360 9.86
5 Kewalram Singapore Limited 223,769,921 7.05
6 DBS Nominees (Private) Limited 68,416,414 2.16
7 Raffles Nominees (Pte) Limited 67,318,844 2.12
8 Daiwa Capital Markets Singapore Limited 50,000,000 1.58
9 UOB Kay Hian Private Limited 10,990,631 0.35
10 ABN Amro Clearing Bank N.V. 5,338,261 0.17
11 Maybank Kim Eng Securities Pte. Ltd. 4,614,019 0.15
12 OCBC Securities Private Limited 4,557,009 0.14
13 United Overseas Bank Nominees (Private) Limited 4,540,036 0.14
14 DB Nominees (Singapore) Pte Ltd 4,027,775 0.13
15 Morgan Stanley Asia (Singapore) Securities Pte Ltd 3,604,437 0.11
16 CGS-CIMB Securities (Singapore) Pte. Ltd. 3,241,109 0.10
17 DBS Vickers Securities (Singapore) Pte Ltd 3,181,261 0.10
18 Mak Seng Fook 3,028,296 0.10
19 Phillip Securities Pte Ltd 2,430,023 0.08
20 OCBC Nominees Singapore Private Limited 1,683,566 0.05
Total 3,099,596,700 97.71

Public Float
Approximately 9.98% of the Company’s Shares are held in the hands of the public. The Company announced on
27 February 2018 that it has asked SGX-ST for an extension of time to restore the public float to cross 10% following
the vesting of shares in April 2018 under the Company’s Restricted Share Awards (assuming there is no increase in
the shareholding of substantial shareholders and Directors prior to April 2018).

36 Olam International Limited Annual Report 2017


Notice of Annual General Meeting
Olam International Limited
(Company Registration No. 199504676H)
(Incorporated in The Republic of Singapore with limited liability)

NOTICE IS HEREBY GIVEN that the Twenty-Third Annual General Meeting of Olam International
Limited (the “Company”) will be held at Ballroom 1, The Westin Singapore, 12 Marina View, Asia
Square Tower 2, Singapore 018961, on Wednesday, 25 April 2018 at 10.00 a.m. for the following purposes:

Ordinary
ORDINARY BUSINESS Resolutions

1.  receive and adopt the Directors’ Statement and the Audited Consolidated
To Resolution 1
Financial Statements of the Company for the financial year ended 31 December
2017 together with the Auditors’ Report thereon.
Please refer to the explanatory note (i) provided.

2.  o declare a second and final dividend of 4 cents per share, tax exempt
T Resolution 2
(one-tier), for the financial year ended 31 December 2017.
Please refer to the explanatory note (ii) provided.

3. To re-elect the following Directors retiring pursuant to Article 103 of the Articles
of Association of the Company comprising part of the constitution of the
Company (the “Constitution”), and who, being eligible, offer themselves for
re-election:
(a) Mr. Nihal Vijaya Devadas Kaviratne CBE Resolution 3
(b) Mr. Yutaka Kyoya Resolution 4
(c) Mr. Yap Chee Keong Resolution 5
(d) Ms. Marie Elaine Teo Resolution 6
Please refer to the explanatory note (iii) provided.

4. To re-elect Mr. Mitsumasa Icho who will cease to hold office in accordance with Resolution 7
Article 109 of the Constitution, and who, being eligible, offers himself for re-
election.
Please refer to the explanatory note (iv) provided.

5. To approve the payment of Directors’ fees of up to S$2,000,000 for the financial Resolution 8
year ending 31 December 2018 (“FY 2018”) (2017: S$1,697,600).
Please refer to the explanatory note (v) provided.

6. To re-appoint Messrs Ernst & Young LLP as the auditors of the Company and to Resolution 9
authorise the Directors to fix their remuneration.
Please refer to the explanatory note (vi) provided.

olamgroup.com 37
Shareholding information continued
Notice of Annual General Meeting continued

Ordinary
SPECIAL BUSINESS Resolutions

To consider and, if thought fit, to pass the following resolutions as Ordinary


Resolutions:

7. General Authority to Issue Shares Resolution 10


That pursuant to Section 161 of the Companies Act, Chapter 50 of Singapore
(the “Companies Act”) and Rule 806 of the Listing Manual of Singapore
Exchange Securities Trading Limited (“SGX-ST”) (the “Listing Manual”), the
Directors be authorised and empowered to:
(a) (i) issue ordinary shares in the capital of the Company (“Shares”) whether
by way of rights, bonus or otherwise; and/or
(ii) make or grant offers, agreements or options (collectively, “Instruments”)
that might or would require Shares to be issued, including but not
limited to the creation and issue of (as well as adjustments to) options,
warrants, debentures or other instruments convertible into Shares,
at any time and upon such terms and conditions and for such purposes and
to such persons as the Directors may in their absolute discretion deem fit;
and
(b) (notwithstanding the authority conferred by this Resolution may have ceased
to be in force) issue Shares in pursuance of any Instruments made or
granted by the Directors while this Resolution was in force,
provided that:
(1) the aggregate number of Shares (including Shares to be issued in
pursuance of the Instruments, made or granted pursuant to this Resolution)
to be issued pursuant to this Resolution shall not exceed fifty per cent.
(50%) of the total number of issued Shares (excluding treasury shares and
subsidiary holdings) (as calculated in accordance with sub-paragraph (2)
below), of which the aggregate number of Shares to be issued other than on
a pro rata basis to shareholders of the Company shall not exceed ten per
cent. (10%) of the total number of issued Shares (excluding treasury shares
and subsidiary holdings) (as calculated in accordance with sub-paragraph
(2) below);
(2) (subject to such calculation as may be prescribed by the SGX-ST) for the
purpose of determining the aggregate number of Shares that may be issued
under sub-paragraph (1) above, the total number of issued Shares
(excluding treasury shares and subsidiary holdings) shall be based on the
total number of issued Shares (excluding treasury shares and subsidiary
holdings) at the time of the passing of this Resolution, after adjusting for:
(A) new Shares arising from the conversion or exercise of any convertible
securities;
(B) new Shares arising from exercising share options or vesting of share
awards which are outstanding or subsisting at the time of the passing
of this Resolution; and
(C) any subsequent bonus issue, consolidation or subdivision of Shares;

38 Olam International Limited Annual Report 2017


Ordinary
SPECIAL BUSINESS Resolutions

(3) in exercising the authority conferred by this Resolution, the Company shall
comply with the provisions of the Listing Manual for the time being in force
(unless such compliance has been waived by the SGX-ST) and the
Constitution; and
(4) unless revoked or varied by the Company in a general meeting, such
authority shall continue in force until the conclusion of the next annual
general meeting of the Company (“AGM”) or the date by which the next
AGM is required by law to be held, whichever is the earlier.
Please refer to the explanatory note (vii) provided below.

8. Renewal of the Share Buyback Mandate Resolution 11


That:
(a) for the purposes of the Companies Act, the exercise by the Directors of all
the powers of the Company to purchase or otherwise acquire Shares not
exceeding in aggregate the Maximum Limit (as defined below), at such
price(s) as may be determined by the Directors from time to time up to the
Maximum Price (as defined below), whether by way of:
(i) market purchase(s) (each a “Market Purchase”) on the SGX-ST; and/or
(ii) off-market purchase(s) (each an “Off-Market Purchase”) in accordance
with any equal access scheme(s) as may be determined or formulated
by the Directors as they consider fit, which scheme(s) shall satisfy all
the conditions prescribed by the Companies Act,
and otherwise in accordance with all other laws and regulations, including
but not limited to, the provisions of the Companies Act and listing rules of
the SGX-ST as may for the time being be applicable, be and is hereby
authorised and approved generally and unconditionally (the “Share
Buyback Mandate”);
(b) unless varied or revoked by the members of the Company in a general
meeting, the authority conferred on the Directors pursuant to this Resolution
may be exercised by the Directors at any time and from time to time during
the period commencing from the date of the passing of this Resolution and
expiring on the earlier of:
(i) the date on which the next AGM is held or required by law to be held; or
(ii) the date on which the purchases or acquisitions of Shares by the
Company pursuant to the Share Buyback Mandate are carried out to
the full extent mandated,
whichever is the earlier; and
(c) in this Resolution:
“Maximum Limit” means that number of issued Shares representing not
 
more than five per cent. (5%) of the total number of issued Shares
(excluding treasury shares and subsidiary holdings) as at the date of the
passing of this Resolution, unless the Company has effected a reduction of
the share capital of the Company in accordance with the applicable
provisions of the Companies Act, at any time during the Relevant Period (as
defined below), in which event the total number of issued Shares shall be
taken to be the total number of issued Shares as altered (excluding any
treasury shares that may be held by the Company from time to time and
subsidiary holdings);

olamgroup.com 39
Shareholding information continued
Notice of Annual General Meeting continued

Ordinary
SPECIAL BUSINESS Resolutions

“Relevant Period” means the period commencing from the date of passing
 
of this Resolution and expiring on the date the next AGM is held or is
required by law to be held, whichever is the earlier; and
 “Maximum Price” in relation to a Share to be purchased or acquired, means
the purchase price (excluding brokerage, stamp duties, commission,
applicable goods and services tax and other related expenses) which shall
not exceed:
(i) in the case of a Market Purchase, 105% of the Average Closing Price; and
(ii) in the case of an Off-Market Purchase pursuant to an equal access
scheme, 120% of the Average Closing Price,
 where:
 “Average Closing Price” means the average of the closing market prices of
the Shares over the last five (5) Market Days (a “Market Day” being a day on
which the SGX-ST is open for trading in securities), on which transactions in
the Shares were recorded, before the day on which the purchase or
acquisition of Shares was made, or as the case may be, the day of the
making of the offer pursuant to the Off-Market Purchase, and deemed to be
adjusted for any corporate action that occurs after the relevant five (5)
Market Days; and
 “day of the making of the offer” means the day on which the Company
announces its intention to make an offer for an Off-Market Purchase, stating
therein the purchase price (which shall not be more than the Maximum Price
for an Off-Market Purchase calculated on the foregoing basis) for each
Share and the relevant terms of the equal access scheme for effecting the
Off-Market Purchase; and
(d) the Directors and/or any of them be and are hereby authorised to complete
and do all such acts and things (including executing such documents as
may be required) as they and/or he may consider necessary, expedient,
incidental or in the interests of the Company to give effect to the transactions
contemplated and/or authorised by this Resolution.
Please refer to the explanatory note (viii) provided.

9. Authority to issue Shares under the Olam Scrip Dividend Scheme Resolution 12
That pursuant to Section 161 of the Companies Act, the Directors be and are
hereby authorised to allot and issue such number of Shares as may be required
to be allotted and issued from time to time pursuant to the Olam Scrip Dividend
Scheme.
Please refer to the explanatory note (ix) provided.

40 Olam International Limited Annual Report 2017


Ordinary
SPECIAL BUSINESS Resolutions

10. Authority to issue Shares under the Olam Share Grant Plan Resolution 13
That the Directors be and are hereby authorised to:
(a) grant awards in accordance with the provisions of the Olam Share Grant
Plan; and
(b) allot and issue from time to time such number of fully paid-up Shares as may
be required to be delivered pursuant to the vesting of awards under the
Olam Share Grant Plan,
provided that the total number of Shares which may be allotted and issued and/
or Shares which may be delivered pursuant to awards granted under the Olam
Share Grant Plan on any date, when added to:
(i) the total number of new Shares allotted and issued and/or to be allotted and
issued, and issued Shares delivered and/or to be delivered in respect of all
awards granted under the Olam Share Grant Plan; and
(ii) all Shares, options or awards granted under any other share schemes of the
Company then in force,
shall not exceed ten per cent. (10%) of the total number of issued Shares
(excluding treasury shares and subsidiary holdings) from time to time, and that
such authority shall, unless revoked or varied by the Company in a general
meeting, continue in force until the conclusion of the next AGM or the date by
which the next AGM is required by law to be held, whichever is the earlier.
Please refer to the explanatory note (x) provided.

By Order of the Board

Lai Kuan Loong Victor


Company Secretary
Singapore

Date: 10 April 2018

olamgroup.com 41
Shareholding information continued
Notice of Annual General Meeting continued

Please read the following notes and the explanations of for the collection, use and disclosure by the
the resolutions before deciding how to vote. Company (or its agents) of the personal data of such
proxy(ies) and/or representative(s) for the Purposes;
Appointment of Proxy and (iii) agrees that the member will indemnify the
a. A member entitled to attend and vote at the AGM, Company in respect of any penalties, liabilities,
and who is not a Relevant Intermediary (as hereinafter claims, demands, losses and damages as a result
defined) is entitled to appoint one (1) or two (2) of the member’s breach of warranty.
proxies to attend and vote in his stead. A member
of the Company who is a Relevant Intermediary Voting
is entitled to appoint more than two (2) proxies to a. In compliance with Rule 730A(2) of the Listing
attend and vote in his place, but each proxy must Manual, the Company intends to call a poll on all
be appointed to exercise the rights attached to a resolutions to be passed at the AGM. The Company
different Share or Shares held by such member. intends to conduct the poll electronically. Voting
A proxy need not be a member of the Company. and vote tabulation procedures will be read and
“Relevant Intermediary” has the meaning ascribed explained at the start of the AGM before voting
to it in Section 181 of the Companies Act. begins. An independent scrutineer will be appointed
to count and validate the votes at the AGM. If an
b. The instrument appointing a proxy must be electronic poll is conducted, the results of each
deposited at the registered office of the Company at resolution will be instantaneously displayed at
7 Straits View, #20-01 Marina One East Tower, the AGM, showing the total number of Shares
Singapore 018936, or at the office of the Share represented by votes cast for and against each
Registrar of the Company at 50 Raffles Place, resolution as well as abstentions. Shareholders
#32-01 Singapore Land Tower, Singapore 048623, who are unable to attend the AGM may refer to
not less than 48 hours before the time appointed for the Company’s announcement on SGXNet after
holding the AGM. In the case of members of the the AGM.
Company whose Shares are entered against their
names in the Depository Register, the Company b. Shareholders who are unable to attend the AGM are
may reject any instrument appointing a proxy entitled to appoint proxies to attend and vote at the
lodged if such members are not shown to have AGM on their behalf by duly completing the Proxy
Shares entered against their names in the Form. All valid votes cast by proxies on each
Depository Register as at 72 hours before the time resolution will be counted. Accordingly,
appointed for holding the AGM as certified by The shareholders may ensure that their views are
Central Depository (Pte) Limited to the Company. counted by appointing a proxy to cast the votes on
their behalf. The duly completed Proxy Form must
c. Personal data privacy: be deposited at the Company’s registered office at
By submitting an instrument appointing a proxy(ies) 7 Straits View, #20-01 Marina One East Tower,
and/or representative(s) to attend, speak and vote at Singapore 018936, or at the office of the Company’s
the AGM and/or any adjournment thereof, a member Share Registrar at 50 Raffles Place, #32-01
of the Company (i) consents to the collection, use Singapore Land Tower, Singapore 048623. Please
and disclosure of the member’s personal data by complete and return your Proxy Form as soon as
the Company (or its agents) for the purpose of the possible and in any event not less than 48 hours
processing and administration by the Company (or before the time appointed for the AGM. Please refer
its agents) of proxies and representatives appointed to the Proxy Form for further information.
for the AGM (including any adjournment thereof)
and the preparation and compilation of the Website
attendance lists, minutes and other documents The Company’s website, www.olamgroup.com, provides
relating to the AGM (including any adjournment more information about the Company, including the latest
thereof), and in order for the Company (or its Annual Report, the Notice of AGM and the Proxy Form.
agents) to comply with any applicable laws, listing
rules, regulations and/or guidelines (collectively, the Admission to the AGM
“Purposes”); (ii) warrants that where the member Please arrive with sufficient time to allow registration.
discloses the personal data of the member’s Please bring your attendance and identification
proxy(ies) and/or representative(s) to the Company documentation with you.
(or its agents), the member has obtained the prior
consent of such proxy(ies) and/or representative(s)

42 Olam International Limited Annual Report 2017


Explanatory notes of the resolutions to be proposed in accordance with the Income Tax Act, Chapter 134
at the AGM of Singapore.
Resolutions 1 to 13 are proposed as ordinary resolutions. (iii) Ordinary Resolutions 3, 4, 5 and 6
For an ordinary resolution to be passed, more than half Mr. Nihal Vijaya Devadas Kaviratne CBE will, upon
of the votes cast must be in favour of the resolution. re-election as a Director, continue his office as
(i) Ordinary Resolution 1 Non-Executive and Independent Director and will
The Companies Act requires the audited remain as a member of the Audit Committee (“AC”)
consolidated financial statements of the Company and Corporate Responsibility and Sustainability
for each financial year to be tabled before the Committee (“CRSC”). He will be considered
shareholders in a general meeting. The audited independent.
consolidated financial statements are to be Mr. Yutaka Kyoya will, upon re-election as a Director,
accompanied by the Directors’ Statement and the continue his office as Non-Executive Director. He will
Auditors’ Report thereon. The Directors’ Statement remain a member of the AC, CRSC and the
and the audited consolidated financial statements for Governance and Nomination Committee (“GNC”).
the financial year ended 31 December 2017 together Mr. Yap Chee Keong will, upon re-election as a
with the Auditors’ Report thereon are provided in the Director, continue his office as Non-Executive and
Financial Report of the Annual Report. A copy may Independent Director and will remain as Chairman of
also be read on our website at olamgroup.com/ the AC and a member of the Board Risk Committee
annual-report-2017/. (“BRC”), Capital and Investment Committee (“CIC”)
(ii) Ordinary Resolution 2 and GNC. He will be considered independent.
Ordinary Resolution 2 is to declare a final tax exempt Ms. Marie Elaine Teo will, upon re-election as a
dividend of 4 cents per Share for the financial year Director, continue her office as Non-Executive and
ended 31 December 2017 (“FY 2017”). Together with Independent Director and will remain as Chairman of
the sum of 3.5 cents per Share of interim dividend the BRC and a member of the CIC and CRSC. She
declared for the second quarter FY 2017, the will be considered independent.
total dividend for FY 2017 is 7.5 cents per Share Please refer to the Governance Report of the 2017
(approximately S$223 million). The Company does Annual Report for the profile of each of Messrs. Nihal
not have a fixed dividend policy. The Directors’ policy Vijaya Devadas Kaviratne CBE, Yutaka Kyoya, Yap
is to recommend dividends consistent with the Chee Keong and Marie Elaine Teo.
Company’s overall governing objective of maximising
intrinsic value for its continuing shareholders. Dividend (iv) Ordinary Resolution 7
payments are affected by matters such as the level of Mr. Mitsumasa Icho will, upon re-election as a Director,
the Company’s future earnings, results of operations, continue his office as Non-Executive Director and will
capital requirements, cash flows, financial conditions, remain as a member of the BRC, CIC and Human
the Company’s plans for expansion, general business Resource and Compensation Committee.
conditions and other factors, including such legal or
Please refer to the Governance Report of the 2017
contractual restrictions as may apply from time to time
Annual Report for the profile of Mr. Mitsumasa Icho.
or which the Directors may consider appropriate in
the interests of the Company. The Directors will (v) Ordinary Resolution 8
consider all these factors before proposing any Ordinary Resolution 8 seeks the payment of up to
dividends. The Company may, by ordinary resolution S$2,000,000 to all Directors (other than the Executive
at a general meeting of shareholders, declare dividends, Directors) as Directors’ fees for FY 2018. The
but the amount of such dividends shall not exceed Directors’ fees approved for FY 2017 were S$2,000,000
the amount recommended by the Directors. The with the aggregate fees paid quarterly in arrears to the
Directors may also declare an interim dividend Non-Executive Directors for FY 2017 entirely in cash
without seeking shareholders’ approval. Potential amounted to S$1,697,600. The exact amount of
investors should note that this statement is a Directors’ fees received by each Director for FY 2017
statement of the Company’s present intention and is disclosed in full on page 21 of the Governance
shall not constitute a legally binding commitment in Report of the 2017 Annual Report. Ordinary
respect of the Company’s future dividends and Resolution 8, if passed, will facilitate the quarterly
dividend pay-out ratio which may be subject to payment in arrears of Directors’ fees during FY 2018
modification (including reduction or non-declaration in which the fees are incurred. The amount of
thereof) in the Directors’ sole and absolute discretion. Directors’ fees is computed based on the fee
All dividends are distributed as tax-exempt dividends

olamgroup.com 43
Shareholding information continued
Notice of Annual General Meeting continued

structure as reported on page 21 of the Governance (50%) limit if made on a pro rata basis to
Report of the 2017 Annual Report. The Directors’ shareholders, and up to a sub-limit of twenty per
fees proposed for payment also include the proposed cent. (20%) if made other than on a pro rata basis to
increase in the fees payable to the BRC Chair and shareholders, the Company is nonetheless only
members from FY 2018, details of which are seeking a sub-limit of ten per cent. (10%).
provided on page 21 of the Governance Report of For determining the aggregate number of Shares
the 2017 Annual Report as well as an additional that may be issued, the total number of issued
provision of approximately fifteen per cent. (15%) Shares will be calculated based on the total number
for developments in the year (such as additional of issued Shares (excluding treasury shares and
meetings of the Board and Board Committees subsidiary holdings) at the time this Ordinary
and Board offsites, the appointment of additional Resolution 10 is passed after adjusting for new
Directors and/or the formation of ad-hoc and Shares arising from the conversion or exercise of any
additional Board Committees) during FY 2018. convertible securities or share options or vesting of
Notwithstanding the proposed increase in fees share awards which are outstanding or subsisting at
payable to the BRC Chair and members from the time when this Ordinary Resolution 10 is passed
FY 2018, the overall Directors’ fees proposed to and any subsequent bonus issue, consolidation or
be approved remained unchanged from FY 2017. subdivision of Shares.
The fees of the Directors shall not be increased
except pursuant to an ordinary resolution passed (viii) Ordinary Resolution 11
at a General Meeting. Ordinary Resolution 11, if passed, will empower the
(vi) Ordinary Resolution 9 Directors from the date of the passing of this
Ordinary Resolution 11 until the earlier of the date of
Ordinary Resolution 9 seeks the re-appointment of the next AGM, or the date by which the next AGM is
Ernst & Young LLP as independent auditors to the required by law to be held, to purchase or otherwise
Company (the “Auditors”) and requests authority for acquire, by way of Market Purchases or Off-Market
the Directors to set the remuneration of the Auditors. Purchases, up to five per cent. (5%) of the total
The Board is careful that the Auditors’ independence number of issued Shares (excluding treasury shares
should not be compromised and the AC takes and subsidiary holdings) as at the date of the passing
responsibility for reviewing the performance of the of this Ordinary Resolution 11 on the terms of the
Auditors and making recommendations about the Share Buyback Mandate as set out in the Letter to
scope of their work and fees. The Audit Committee Shareholders dated 10 April 2018 accompanying
has recommended to the Board that the appointment this Notice of AGM (the “Letter”), unless such
of Ernst & Young LLP should be renewed until the authority is earlier revoked or varied by the
conclusion of the next AGM. shareholders of the Company in a general meeting.
(vii) Ordinary Resolution 10 The Company may use internal sources of funds or
Ordinary Resolution 10, if passed, will empower borrowings or a combination of both to finance the
the Directors, effective until the earlier of (1) the Company’s purchase or acquisition of Shares
conclusion of the next AGM, or (2) the date by which pursuant to the Share Buyback Mandate. The
the next AGM is required by law to be held (unless amount of financing required for the Company to
such authority is varied or revoked by the Company purchase or acquire its Shares, and the impact on
in a general meeting), to issue Shares, make or grant the Company’s financial position, cannot be
Instruments convertible into Shares and to issue ascertained as at the date of this Notice of AGM as
Shares pursuant to such Instruments, up to a number these will depend on, inter alia, the aggregate number
not exceeding, in total, fifty per cent. (50%) of the of Shares purchased, whether the purchase is made
total number of issued Shares, of which up to ten per out of capital or profits, the purchase prices paid for
cent. (10%) may be issued other than on a pro rata such Shares, the amount (if any) borrowed by the
basis to shareholders. Although the Listing Manual Company to fund the purchases or acquisitions and
enables the Company to seek a mandate to permit whether the Shares purchased or acquired are
its Directors to issue shares up to the fifty per cent. cancelled or held as treasury shares. For illustrative

44 Olam International Limited Annual Report 2017


purposes only, the financial effects of an assumed such authority shall expire at the conclusion of the
purchase or acquisition of the maximum number of next AGM, or the date by which the next AGM is
Shares, at a purchase price equivalent to the Maximum required by law to be held, whichever is the earlier.
Price per Share, in the case of a Market Purchase More details on the Olam Share Grant Plan may be
and an Off-Market Purchase respectively, based on found in the Governance Report and the Financial
the audited financial statements of the Company and Report of the 2017 Annual Report.
its subsidiaries for FY 2017 and certain assumptions,
are set out in paragraph 2.4.6 of the Letter. NOTICE OF BOOKS CLOSURE
(ix) Ordinary Resolution 12 As stated in the Notice of Books Closure set out in the
Ordinary Resolution 12, if passed, will empower the Company’s announcement dated 27 February 2018, the
Directors to issue Shares from time to time pursuant Company wishes to notify shareholders that the Share
to the Olam Scrip Dividend Scheme to shareholders Transfer Books and Register of Members of the
who, in respect of a qualifying dividend, have Company will be closed at 5.00 p.m. on 4 May 2018 for
elected to receive Shares in lieu of the cash amount the preparation of dividend warrants. Duly completed
of that qualifying dividend. Unless varied or revoked registrable transfers of Shares received by the
by the Company in a general meeting, such authority Company’s Share Registrar, Boardroom Corporate &
shall remain effective until the conclusion of the next Advisory Services (Pte) Ltd, at 50 Raffles Place, #32-01
AGM or the date by which the next AGM is required Singapore Land Tower, Singapore 048623, up to 5.00
by law to be held, whichever is the earlier. Please p.m. on 4 May 2018 will be registered to determine
refer to the circular to shareholders of the Company members’ entitlements to the proposed final dividend.
dated 7 October 2009 for the terms and conditions of Members whose Securities Accounts with The Central
the Olam Scrip Dividend Scheme. Depository (Pte) Limited are credited with Shares at 5.00
p.m. on 4 May 2018 will be entitled to the proposed final
(x) Ordinary Resolution 13 dividend. Payment of the final dividend, if approved by
The Olam Share Grant Plan was adopted at the AGM the members at the AGM to be held on 25 April 2018,
held on 30 October 2014. Other than the Olam Share will be made on 11 May 2018.
Grant Plan, the Company does not have any other
share scheme which is currently in force. Ordinary
Resolution 13, if passed, will empower the Directors
to grant awards under the Olam Share Grant Plan
and to issue new Shares in respect of such awards,
subject to the limitations described in this Ordinary
Resolution 13. Unless such authority has been varied
or revoked by the Company in a general meeting,

olamgroup.com 45
This page is intentionally left blank.
Proxy Form IMPORTANT:
For Central Provident Fund (“CPF”) and/or Supplementary Retirement
Scheme (“SRS”) investors who have used their CPF/SRS monies to buy
Olam International Limited ordinary shares in the capital of Olam International Limited (“Shares”),
(Company Registration No. 199504676H) this Proxy Form is not valid for use and shall be ineffective for all intents
and purposes if used or purported to be used by them. CPF/SRS
(Incorporated in The Republic of Singapore with limited liability) investors should contact their respective Agent Banks/SRS Operators
if they have any queries as to how they may be appointed as proxies.

(Please see notes overleaf before completing this Form)

*I/We,

Of

being a *member/members of Olam International Limited (the “Company”), hereby appoint:


Name NRIC/Passport No. Proportion of Shareholdings
No. of Shares %
Address

and/or (delete as appropriate)


Name NRIC/Passport No. Proportion of Shareholdings
No. of Shares %
Address

or failing *him/her, the Chairman of the Twenty-Third Annual General Meeting of the Company (the “Meeting”) as *my/our
*proxy/proxies to vote for *me/us on *my/our behalf at the Meeting to be held on Wednesday, 25 April 2018 at 10.00 a.m. at
Ballroom 1, The Westin Singapore, 12 Marina View, Asia Square Tower 2, Singapore 018961, and at any adjournment thereof.
*I/We direct *my/our *proxy/proxies to vote for or against the Resolutions proposed at the Meeting as indicated hereunder.
If no specific direction as to voting is given or in the event of any other matter arising at the Meeting and at any
adjournment thereof, the *proxy/proxies will vote or abstain from voting at *his/her discretion.
(If you wish to exercise all your votes “For” or “Against” the relevant Resolution, please tick [✓] within the box provided.
Alternatively, if you wish to exercise your votes both “For” and “Against” the relevant Resolution, please indicate the
number of Shares in the boxes provided.)
No. Resolutions relating to: For Against
Ordinary Business
1. Directors’ Statement and the Audited Consolidated Financial Statements of the Company for the financial
year ended 31 December 2017 ("FY 2017") together with the Auditors’ Report thereon
2. Payment of a second and final dividend of 4 cents per share for FY 2017
3. Re-election of Mr. Nihal Vijaya Devadas Kaviratne CBE as a Director retiring under Article 103
4. Re-election of Mr. Yutaka Kyoya as a Director retiring under Article 103
5. Re-election of Mr. Yap Chee Keong as a Director retiring under Article 103
6. Re-election of Ms. Marie Elaine Teo as a Director retiring under Article103
7. Re-election of Mr. Mitsumasa Icho as a Director retiring under Article 109
8. Approval of payment of Directors’ fees of up to S$2,000,000 for the financial year ending 31 December 2018
9. To re-appoint Messrs Ernst & Young LLP as the auditors of the Company
Special Business
10. General authority to issue Shares
11. Renewal of the Share Buyback Mandate
12. Authority to issue Shares under the Olam Scrip Dividend Scheme
13. Authority to issue Shares under the Olam Share Grant Plan

Dated this day of 2018 Total number of Shares Held

Signature of Shareholder(s) or
Common Seal of Corporate Shareholder
* Delete where inapplicable

IMPORTANT: Please read the notes overleaf before completing this Proxy Form.
PERSONAL DATA PRIVACY:
By submitting an instrument appointing a proxy(ies) and/or representative(s), the member accepts and agrees to the
personal data privacy terms set out in the Notice of Annual General Meeting dated 10 April 2018.

Notes:
1. Please insert the total number of Shares held by you. If you only have Shares entered against your name in the
Depository Register (as defined in Section 81SF of the Securities and Futures Act, Chapter 289 of Singapore), you
should insert that number of Shares. If you only have Shares registered in your name in the Register of Members,
you should insert that number of Shares. If you have Shares entered against your name in the Depository Register
and Shares registered in your name in the Register of Members, you should insert the aggregate number of
Shares entered against your name in the Depository Register and registered in your name in the Register of
Members. If no number is inserted, the instrument appointing a proxy or proxies shall be deemed to relate to all
the Shares held by you (in both the Register of Members and the Depository Register).
2. A member of the Company (other than a relevant intermediary*) entitled to attend and vote at a meeting of the
Company is entitled to appoint one (1) or two (2) proxies to attend and vote instead of him/her. A proxy need not
be a member of the Company. Any appointment of a proxy by an individual member attending in person shall be
null and void and such proxy shall not be entitled to vote at the meeting.
3. Where a member (other than a relevant intermediary*) appoints two (2) proxies, the appointment shall be invalid
unless he/she specifies the proportion of his/her shareholding (expressed as a percentage of the whole) to be
represented by each proxy. A relevant intermediary may appoint more than two (2) proxies to attend and vote at a
meeting of the Company, but each proxy must be appointed to exercise the rights attached to a different share or
shares held by him (which number or class of shares shall be specified).
4. The instrument appointing a proxy or proxies must be deposited at the registered office of the Company at 7
Straits View, #20-01 Marina One East Tower, Singapore 018936, or at the office of the Share Registrar of the
Company at 50 Raffles Place, #32-01 Singapore Land Tower, Singapore 048623, not less than 48 hours before
the time appointed for the Meeting.
5. (i) The instrument appointing a proxy or proxies must be under the hand of the appointor or of his attorney duly
authorised in writing.
(ii) Where the instrument appointing a proxy or proxies is executed by a corporation, it must be executed either
under its seal or under the hand of an officer or attorney duly authorised.
(iii) Where the instrument appointing a proxy or proxies is signed on behalf of the appointor by an attorney,
the letter or the power of attorney or other authority, if any, or a duly certified true copy thereof shall (failing
previous registration with the Company) be duly stamped (if required by law) and be deposited at the
registered office of the Company or at the office of the share registrar, not less than 48 hours before the time
for holding the Meeting or adjourned meeting at which the person named in the instrument proposes to vote
and in default the instrument of proxy shall not be treated as valid.
6. A corporation which is a member may authorise by resolution of its directors or other governing body such person
as it thinks fit to act as its representative at the Meeting, in accordance with Section 179 of the Companies Act,
Chapter 50 of Singapore.
7. Subject to note 2, completion and return of this instrument appointing a proxy shall not preclude a member from
attending and voting at the Meeting. Any appointment of a proxy or proxies shall be deemed to be revoked if a
member attends the Meeting in person, and in such event, the Company reserves the right to refuse to admit any
person or persons appointed under the instrument of proxy to the Meeting.
* The term “relevant intermediary” has the meaning ascribed to it in Section 181 of the Companies Act, Chapter 50 of Singapore.

General:
The Company shall be entitled to reject the instrument appointing a proxy or proxies if it is incomplete, improperly
completed or illegible or where the true intentions of the appointor are not ascertainable from the instructions of the
appointor specified in the instrument appointing a proxy or proxies. The Company shall not be responsible to confirm
nor be liable for the rejection of any incomplete or invalid proxy instrument. In addition, in the case of Shares entered
in the Depository Register, the Company shall reject any instrument appointing a proxy or proxies lodged if the
member, being the appointor, is not shown to have Shares entered against his name in the Depository Register as
at 72 hours before the time appointed for holding the Meeting, as certified by The Central Depository (Pte) Limited to
the Company.
Stay up to date
olamgroup.com

@olam
Olam International Limited
7 Straits View
Marina One East Tower
#20-01
Singapore 018936
Telephone (65) 6339 4100
Facsimile (65) 6339 9755

olamgroup.com
Financial Report
Olam International Limited Annual Report 2017

Re-imagining
Global Agriculture
Financial Report Olam International Annual Report 2017 olamgroup.com
Our vision
To be the most differentiated and valuable global agri-business by 2040.

Our governing objective


To maximise long-term intrinsic value for our continuing shareholders.

This report is the first on our journey to develop a new model of reporting that provides
insight into how we create value over the long-term. We aim to communicate how
we identify, develop, preserve and deploy strategic assets in line with our company’s
purpose. A separate Global Reporting Initiative (GRI) report is available on our website
at olamgroup.com.

Contents About this report


Financial statements This Annual Report has 3 chapters. These can be read
1 Directors’ Statement independently; however, for the purpose of compliance they
8 Independent Auditor’s Report are intended to be viewed as a single document.
12 Consolidated Profit and Loss
Account
13 Consolidated Statement of
Comprehensive Income
Financial Report
Our figures and respective notes are enclosed
14 Balance Sheets within this chapter. It should be read in
15 Statement of Changes in Equity conjunction with the Strategy Report to give a
19 Consolidated Cash Flow balanced account of internal and external factors.
Statement
21 Notes to the Financial Statements

Strategy Report
This chapter offers narrative about our
performance, strategy and market factors.
It can be read independently as an Executive
Summary or as part of the full report.

Front cover image:


In the West Black Sea Region of
Turkey, hazelnut farmer Zafer Bekta Governance Report
is being registered to the Olam This section of the report gives detailed
Farmer Information System (OFIS) information about our rigorous governance
during harvest by agronomist framework and those responsible for ensuring
Hüseyin Noyan, working in the it is followed. Shareholder information is also
Olam Progıda Sustainability team. held within this chapter.

Read more on olamgroup.com


Directors’ Statement

The directors are pleased to present their statement to the members together with the audited consolidated financial statements
of Olam International Limited (the ‘Company’) and its subsidiary companies (the ‘Group’) and the balance sheet and statement of
changes in equity of the Company for the financial year ended 31 December 2017.

1. Opinion of the directors


In the opinion of the directors,
(i) the financial statements set out on pages 12 to 84 are drawn up so as to give a true and fair view of the financial position of
the Group and of the Company as at 31 December 2017, changes in equity of the Group and of the Company, the financial
performance and the cash flows of the Group for the financial year ended on that date; and
(ii) at the date of this statement there are reasonable grounds to believe that the Company will be able to pay its debts as and
when they fall due.

2. Directors
The directors of the Company in office at the date of this statement are:-
Lim Ah Doo
Sunny George Verghese
Jean-Paul Pinard
Sanjiv Misra
Nihal Vijaya Devadas Kaviratne CBE
Yap Chee Keong
Marie Elaine Teo
Rachel Eng Yaag Ngee
Yutaka Kyoya
Mitsumasa Icho (Appointed on 1 May 2017)
Shekhar Anantharaman

3. Arrangements to enable directors to acquire shares and debentures


Except as disclosed in this report, neither at the end of nor at any time during the financial year ended 31 December 2017 was
the Company a party to any arrangement whose objects are, or one of whose objects is, to enable the directors of the Company
to acquire benefits by means of the acquisition of shares or debentures of the Company or any other body corporate.

olamgroup.com olamgroup.com 11
Directors’ Statement continued

4. Directors’ interests in shares and debentures


According to the register of the directors’ shareholdings, none of the directors holding office at the end of the financial year had any
interest in the shares or debentures of the Company or its related corporations, except as follows:
Held in the name of the director or nominee Deemed interest
As at 1.1. 2017 As at 1.1.2017
or date of or date of
appointment, As at As at appointment, As at As at
Name of directors if later 31.12.2017 21.1.2018 if later 31.12.2017 21.1.2018
The Company
Olam International Limited
(a) Ordinary shares
Sunny George Verghese 111,646,477 111,748,977 132,594,096 – – –
Shekhar Anantharaman 12,619,672 12,677,672 15,558,947 – – –
Jean-Paul Pinard – 806,761 806,761 – – –

(b) $275,000,000 7.0% Perpetual Capital Securities (‘Capital Securities’) issued in denominations of $250,000
and in higher integral multiples of $1,000 in excess thereof
Jean-Paul Pinard $250,000 – – – – –

(c) 51,077,331 Warrants issued at an exercise price of US$1.09 for each new share 1
Sunny George Verghese 20,178,230 20,845,119 – – – –
Shekhar Anantharaman 2,789,093 2,881,275 – – – –
Jean-Paul Pinard 780,949 – – – – –

(d) Euro Medium Term Note Programme


Nihal Vijaya Devadas Kaviratne CBE 2 US$200,000 US$200,000 US$200,000 – – –

(e) Options to subscribe for ordinary shares


Sunny George Verghese 15,000,000 15,000,000 15,000,000 – – –
Shekhar Anantharaman 5,000,000 5,000,000 5,000,000 – – –

2 Olam International Limited Annual Report 2017


2 Annual Report 2017
4. Directors’ interests in shares and debentures continued
Held in the name of the director or nominee Deemed interest
As at 1.1. 2017 As at 1.1.2017
or date of or date of
appointment, As at As at appointment, As at As at
Name of directors if later 31.12.2017 21.1.2018 if later 31.12.2017 21.1.2018
Subsidiaries of the Company’s holding company
Temasek Group of companies
(a) Mapletree Greater China Commercial Trust Management Ltd
(Unit holdings in Mapletree Greater China Commercial Trust)
Sunny George Verghese 510,000 510,000 510,000 – – –

(b) Mapletree Logistics Trust Management Ltd


(Unit holdings in Mapletree Logistics Trust)
Sunny George Verghese 505,000 505,000 505,000 – – –
Lim Ah Doo 185,000 185,000 185,000 – – –

(c) Mapletree Commercial Trust Management Ltd.


(3.25% Bonds due 3 February 2023)
Yap Chee Keong $250,000 $250,000 $250,000 – – –

(d) Singapore Technologies Engineering Ltd


(Ordinary Shares)
Lim Ah Doo 31,300 42,600 42,600 – – –

(e) Starhub Ltd


(Ordinary Shares)
Nihal Vijaya Devadas Kaviratne CBE 19,000 23,000 23,000 – – –
Sanjiv Misra 3 60,000 60,000 60,000 – – –
Rachel Eng Yaag Ngee 6,900 19,800 19,800 – – –

(f) Mapletree Industrial Trust


(Ordinary Shares)
Marie Elaine Teo 11,800 11,800 11,800 – – –
Sanjiv Misra 3 – 100,000 100,000 – – –

(g) Singapore Airlines Limited


(3.035% Notes due 2025)
Yap Chee Keong – $250,000 $250,000 – – –

1. On 29 January 2013, the Company undertook a renounceable underwritten rights issue (the ‘Rights Issue’) of US$750,000,000 6.75 per cent. Bonds due 2018 (the ‘Bonds’), with 387,365,079 free
detachable warrants (the ‘Warrants’). The Warrants were listed and quoted on the Official List of the Singapore Exchange Securities Trading Limited (‘SGX-ST’). Each Warrant carries the right to
subscribe for 1 new ordinary share in the capital of the Company (the ‘New Share’) at an original exercise price of US$1.291 for each New Share. The Company has fully redeemed the Bonds.
These Warrants are exercisable from 29 January 2016 to 29 January 2018. Under the terms and conditions of the Warrants, the exercise price of the Warrants and the number of Warrants may be
adjusted as a result of certain events. At the end of the financial year, the exercise price of the Warrants was adjusted to US$1.09 and a total of 51,077,331 Warrants were outstanding.

2. This refers to the Notes issued under Series 006 of the US$5,000,000,000 Euro Medium Term Note Programme (‘EMTN’) established by the Company on 6 July 2012 and subsequently updated on
14 July 2014, 21 August 2015 and 23 November 2016, comprising US$300,000,000 in principal amount of 4.50 per cent fixed rate notes due 2020.

3. Held in trust by Windsor Castle Holding Ltd for Sanjiv Misra and spouse.

olamgroup.com olamgroup.com 33
Directors’ Statement continued

5. Olam employee share option scheme and Olam share grant plan
The Company offers the following share plans to its employees:
(a) Olam Employee Share Option Scheme, and
(b) Olam Share Grant Plan.
These share plans are administered by the Human Resource & Compensation Committee (‘HRCC’), which comprises the following
directors:-
Lim Ah Doo
Jean-Paul Pinard
Sanjiv Misra
Mitsumasa Icho (Appointed 1 May 2017)
Rachel Eng Yaag Ngee
Olam Employee Share Option Scheme
The Olam Employee Share Option Scheme (‘the ESOS’) was approved by the shareholders on 4 January 2005 at the Extraordinary
General Meeting of the Company. The ESOS Rules were amended on 29 October 2008 at the Extraordinary General Meeting of the
Company. Under the amended rules, the directors (including Non-Executive directors and Independent directors) and employees
of the Group are eligible to participate in the ESOS, and all subsequent options issued to the Group’s employees and Executive
directors shall have a life of ten years instead of five. For options granted to the Company’s Non-Executive directors and
Independent directors, the option period shall be no longer than five years. Controlling Shareholders and associates of
Controlling Shareholders are not eligible to participate in the ESOS.
Pursuant to the voluntary conditional cash offer by Breedens International Pte Ltd approval was sought and granted on 8 April 2014
such that all outstanding options which have not been exercised at the expiry of the accelerated exercise period shall not
automatically lapse and become null and void but will expire in accordance with their original terms. The ESOS has expired on
3 January 2015. The terms of the ESOS continue to apply to outstanding options granted under the ESOS. The ESOS rules amended
on 29 October 2008 may be read in the Appendix 1 of the Company’s circular dated 13 October 2008.
Details of all the options to subscribe for ordinary shares of the Company pursuant to the ESOS outstanding as at 31 December
2017 are as follows:-
Exercise price Number of
Expiry date ($) options
21 July 2019 2.28 32,175,000
17 February 2020 2.35 15,000,000
23 July 2020 2.64 3,185,000
17 December 2020 3.10 650,000
14 March 2021 2.70 1,195,000
30 December 2021 2.16 2,620,000
15 June 2022 1.76 16,442,000
Total 71,267,000

The details of options granted to the directors, are as follows:-


Aggregate
Aggregate options
options granted exercised
since the since the Aggregate
Exercise Price commencement commencement options
Options for options of the scheme of the scheme outstanding as
granted during granted during to the end of to the end of at the end of
financial year the financial year financial year financial year financial year
Name of Participant under review under review under review under review under review
Sunny George Verghese – – 30,000,000 15,000,000 15,000,000
Shekhar Anantharaman – – 5,800,000 800,000 5,000,000

The 15,000,000 options granted to Sunny George Verghese in financial year 2010 were exercisable in three equal tranches of
5,000,000 each on or after the first, second and third anniversaries of the grant date (17 February 2010) at the exercise price of
$2.35 where the vesting conditions were met. The options will expire ten years after the date of grant.
The 1,750,000 options granted to Shekhar Anantharaman in financial year 2010 were exercisable in tranches of 25% and 75% at
the end of the third and fourth anniversary from the date of grant (21 July 2009) at the exercise price of $2.28 where the vesting
conditions were met. The 3,250,000 options granted to Shekhar Anantharaman in financial year 2012 are exercisable in tranches of
25% and 75% at the end of the third and fourth anniversary respectively from the date of grant (15 June 2012) at the exercise price
of $1.76 if the vesting conditions are met. The options will expire ten years after the date of grant.

4 Olam International Limited Annual Report 2017


4 Annual Report 2017
5. Olam employee share option scheme and Olam share grant plan continued
Olam Share Grant Plan
The Company had adopted the Olam Share Grant Plan (‘OSGP’) at the 2014 Annual General Meeting.
The OSGP helps retain staff whose contributions are essential to the well-being and prosperity of the Group and to give recognition
to outstanding employees and executive directors of the Group who have contributed to the growth of the Group. The OSGP
gives participants an opportunity to have a personal equity interest in the Company and will help to achieve the following
positive objectives:
• motivate participants to optimise their performance standards and efficiency, maintain a high level of contribution to the Group
and strive to deliver long-term shareholder value;
• align the interests of employees with the interests of the Shareholders of the Company;
• retain key employees and executive directors of the Group whose contributions are key to the long-term growth and profitability
of the Group;
• instil loyalty to, and a stronger identification by employees with the long-term prosperity of, the Company; and
• attract potential employees with relevant skills to contribute to the Group and to create value for the Shareholders of the Company.
An employee’s Award under the OSGP will be determined at the absolute discretion of the HRCC. In considering an Award to be
granted to an employee, the HRCC may take into account, inter alia, the employee’s performance during the relevant period, and his
capability, entrepreneurship, scope of responsibility and skills set. The OSGP contemplates the award of fully-paid Shares, when
and after pre-determined performance or service conditions are accomplished. Any performance targets set under the OSGP are
intended to be based on longer-term corporate objectives covering market competitiveness, quality of returns, business growth and
productivity growth. Examples of performance targets include targets based on criteria such as total shareholders’ return, return on
invested capital, economic value added, or on the Company meeting certain specified corporate target(s). It is also currently
intended that a Retention Period, during which the Shares awarded may not be transferred or otherwise disposed of (except to the
extent set out in the Award Letter or with the prior approval of the HRCC), may be imposed in respect of Shares awarded to the
employees under the OSGP.
Details of the Awards granted (including to the directors), are as follows:-
Type of Grant Performance share awards (‘PSA’) Restricted share awards(‘RSA’)

Date of Grant 24 April 2017 5 May 2017 24 April 2017 5 May 2017
Number of Shares which are subject of the Awards
granted 9,711,173 40,000 4,456,173 20,000
Number of employees receiving Shares Awards 320 1 319 1
Market Value of Olam Shares on the Date of Grant $1.91 $1.90 $1.91 $1.90
Number of Shares awarded granted to directors
Sunny George Verghese Sunny George Verghese
of the Company
392,147 − 392,147 −
Shekhar Anantharaman Shekhar Anantharaman
323,026 − 323,026 −
Tranche 1 – 25%: 1 April 2018 Tranche 1 – 25%: 1 April 2018
Tranche 2 – 25%: 1 April 2019 Tranche 2 – 25%: 1 April 2019
Tranche 3 – 25%: 1 April 2020 Tranche 3 – 25%: 1 April 2020
Vesting Date of Shares awarded April 2020 April 2020 Tranche 4 – 25%: 1 April 2021 Tranche 4 – 25%: 1 April 2021

The actual number of shares to be delivered pursuant to the PSA granted in the table above will range from 0% to 200.0% of the
base award and is contingent on the achievement of pre-determined targets set out in the three year performance period and other
terms and conditions being met.

olamgroup.com olamgroup.com 55
Directors’ Statement continued

5. Olam employee share option scheme and Olam share grant plan continued
Olam Share Grant Plan continued

Type of Grant Performance share awards (‘PSA’) Restricted share awards (‘RSA’)

Date of Grant 7 April 2015 15 April 2016 15 April 2016


Number of Shares which are subject of the Awards granted 11,817,500 10,397,000 5,423,000
Number of employees receiving Shares Awards 280 297 294
Market Value of Olam Shares on the
Date of Grant $1.985 $1.72 $1.72
Number of Shares awarded granted to directors of the Company Sunny George Verghese Sunny George Verghese Sunny George Verghese
400,000 410,000 410,000
Shekhar Anantharaman Shekhar Anantharaman Shekhar Anantharaman
250,000 350,000 232,000
Tranche 1 – 25%: 1 April 2017
Tranche 2 – 25%: 1 April 2018
Tranche 3 – 25%: 1 April 2019
Vesting Date of Shares awarded April 2018 April 2019 Tranche 4 – 25%: 1 April 2020

The actual number of shares to be delivered pursuant to the PSA granted in the table above will range from 0% to 192.5% of the
base award and is contingent on the achievement of pre-determined targets set out in the three year performance period and other
terms and conditions being met.

The details of awards granted to the directors, are as follows:-


Aggregate
Aggregate share awards
share awards vested
granted since the since the Aggregate
commencement commencement share awards
Share awards of the scheme of the scheme outstanding as
granted during to the end of to the end of at the end of
financial year financial year financial year financial year
Name of Participant under review under review under review under review
Restricted Share Awards:
Sunny George Verghese 392,147 802,147 102,500 699,647
Shekhar Anantharaman 323,026 555,026 58,000 497,026

Apart from that which is disclosed above, no directors or employees of the Group received 5% or more of the total number of
options/shares available under the ESOS/OSGP.
The options/shares granted by the Company do not entitle the holder of the options, by virtue of such holding, to any right to
participate in any share issue of any other company.
There were no incentive options/shares granted from commencement of ESOS/OSGP to the financial year end under review.
There were no options/shares granted at a discount.
There were no options/shares granted to controlling shareholders of the Company and their associates.

6 Olam International Limited Annual Report 2017


6 Annual Report 2017
6. Audit Committee
The Audit Committee (the ‘AC’ or “Committee”) comprises three Independent Non-Executive directors and a Non-Executive director.
The members of the AC are Yap Chee Keong (Chairman), Nihal Vijaya Devadas Kaviratne CBE, Rachel Eng Yaag Ngee and Yutaka
Kyoya (appointed on 1 May 2017). The AC performed the functions specified in section 201B(5) of the Singapore Companies Act,
Chapter 50, the Singapore Code of Corporate Governance and the Listing Manual of the SGX-ST with full access and cooperation
of the management and full discretion to invite any director or executive officer to attend its meetings.
In performing its function, the AC held seven meetings during the year and reviewed the following:
• audit plans of the internal and external auditors of the Company, and ensured the adequacy of the Company’s system of
accounting controls and the cooperation given by the Company’s management to the external and internal auditors;
• quarterly and annual financial statements of the Group and the Company prior to their submission to the board of directors for
adoption;
• scope of work of the external and internal auditors, the results of their examinations and their evaluation of the Company’s internal
accounting control systems;
• the Company’s material internal controls, including financial, operational, compliance controls and risk management via the
integrated assurance framework (including the in-business control framework and reporting), audit and reviews carried out by the
internal auditors along with the reviews by the control functions;
• whistle-blowers’ reports;
• legal and regulatory matters that may have a material impact on the financial statements, related compliance policies and
programmes, and any reports received from regulators;
• independence and objectivity of the external auditors;
• interested person transactions (as defined in Chapter 9 of the Listing Manual of the SGX-ST); and
• the scope and results of the audit.
Further, the Committee
• held meetings with the external auditors and the management in separate executive sessions to discuss any matters that these
groups believed should be discussed privately with the AC;
• made recommendations to the board of directors in relation to the external auditor’s reappointment and their compensation; and
• reported actions and minutes of the AC meetings to the board of directors with such recommendations as the AC considered
appropriate.
As part of the review of the independence and objectivity of the external auditors, the Committee reviewed the cost effectiveness of
the audit conducted by the external auditors and the nature and extent of all non-audit services performed by the external auditors,
and has confirmed that such services would not affect their independence.
The Committee has recommended to the Board that Ernst & Young LLP be nominated for re-appointment as independent auditor of
the Company at the forthcoming Annual General Meeting. In appointing the auditors of the Company and its subsidiaries, the
Company has complied with Rule 712 and Rule 715 of the Listing Manual of the SGX-ST.
Please refer to the additional disclosures on the AC provided in the Corporate Governance Report in the Company’s Annual Report
to shareholders.

7. Auditor
Ernst & Young LLP have expressed their willingness to accept re-appointment as independent auditor.

On behalf of the board of directors,

Lim Ah Doo
Director

Sunny George Verghese


Director
20 March 2018

olamgroup.com olamgroup.com 77
Independent Auditor’s Report
For the financial year ended 31 December 2017
To the Members of Olam International Limited

Report on the financial statements


We have audited the accompanying financial statements of Olam International Limited (the ‘Company’) and its subsidiaries (collectively,
the ‘Group’) set out on pages 12 to 84, which comprise the balance sheets of the Group and the Company as at 31 December 2017,
the statements of changes in equity of the Group and the Company and the consolidated profit and loss account, consolidated
statement of comprehensive income and consolidated cash flow statement of the Group for the financial year then ended, and a
summary of significant accounting policies and other explanatory information.
In our opinion, the accompanying consolidated financial statements of the Group, the balance sheet and the statement of changes in
equity of the Company are properly drawn up in accordance with the provisions of the Singapore Companies Act, Chapter 50 (the Act)
and Financial Reporting Standards in Singapore (FRSs) so as to give a true and fair view of the consolidated financial position of the
Group and the financial position of the Company as at 31 December 2017 and of the consolidated financial performance, consolidated
changes in equity and consolidated cash flows of the Group and changes in equity of the Company for the year ended on that date.

Basis for opinion


We conducted our audit in accordance with Singapore Standards on Auditing (SSAs). 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 are independent
of the Group in accordance with the Accounting and Corporate Regulatory Authority (ACRA) Code of Professional Conduct and Ethics
for Public Accountants and Accounting Entities (ACRA Code) together with the ethical requirements that are relevant to our audit of the
financial statements in Singapore, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the
ACRA Code. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

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. 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. For each matter below, our description of how our audit
addressed the matter is provided in that context.
We have fulfilled our responsibilities described in the Auditor’s responsibilities for the audit of the financial statements section of our
report, including in relation to these matters. Accordingly, our audit included the performance of procedures designed to respond to
our assessment of the risks of material misstatement of the financial statements. The results of our audit procedures, including the
procedures performed to address the matters below, provide the basis for our audit opinion on the accompanying financial statements.

1 Fair value of retained interest in investment in jointly-controlled entity


During the current financial year, the Group divested 50% of an existing subsidiary as described in Note 13. As a result of the
divestment, the retained interest of the investment at the Group is required to be remeasured and recorded at its fair value, which
becomes the cost on initial recognition of the investment in a jointly-controlled entity. The fair value of the retained interest was
determined using a value-in-use model by discounting the underlying cash flow forecasts. Due to the measurement of fair value
being inherently judgemental, we have considered this to be a key audit matter.
Our procedures in relation to assessing the fair value measurement included:
- Understanding how the management determines the fair value measurement of the retained interest
- Evaluating the reasonableness of management’s conclusions on key assumptions including forecast cash flows focusing on
revenues and earnings before interest, tax depreciation and amortisation (‘EBITDA’), assessing the appropriateness of discount
rates with the assistance of our valuation specialist, and growth rates to historical trends and external market data to assess the
reliability of management’s forecast
- Testing the mathematical accuracy of the model

8 Olam International Limited Annual Report 2017


8 Annual Report 2017
Key audit matters continued
2 Impairment assessment of goodwill, indefinite life intangible assets and fixed assets
The Group makes and has significant investments in fixed assets, goodwill and intangible assets as disclosed in Notes 10 and 11
respectively that are associated with its operations and business units around the world. Management performs periodic reviews of
goodwill, intangible assets with indefinite life and fixed assets for indication of impairment. Impairment assessments are performed
whenever there are indicators of impairment based on the periodic reviews, or as part of an annual impairment assessment exercise
as required. Realisable values of the fixed assets, goodwill and indefinite life intangible assets are determined based on the
business units’ cash flow forecasts and are performed by management with the help of independent professional valuers where
applicable. Due to the element of judgement exercised in forecasting and discounting future cash flows, we have considered this to
be a key audit matter.
Our procedures included:
- Evaluating the reasonableness of management’s conclusions on key assumptions including forecast cash flows focusing on
revenues and earnings before interest, tax depreciation and amortisation (‘EBITDA’), assessing the appropriateness of discount
rates with the assistance of our valuation specialist where required and growth rates to historical trends to assess the reliability of
management’s forecast and, in addition to comparing forecast assumptions to external market analysis, whilst considering the risk
of management bias.
- Where independent professional valuers are involved, assessing the competence, capabilities and objectivity and evaluating the
appropriateness of the impairment model prepared by independent professional valuers
- Testing the mathematical accuracy of the models
- Reviewing the Group’s disclosures of the application of judgement in estimating cash-generating units cash flows and the
sensitivity of the results of those estimates adequately reflect the risks associated with goodwill, indefinite life intangible assets and
fixed assets impairment

3 Valuation of biological assets


The Group operates various farms and plantations for which the livestock, agricultural produce (‘fruits on trees’) and annual crops
are subject to valuation. These significant biological assets across the Edible Nuts, Spices and Vegetable Ingredients and Food
Staples and Packaged Foods segments, are fair valued by management and/or independent professional valuers engaged by
the Group using industry/ market accepted valuation methodology and approaches. Due to the measurement of fair value being
inherently judgemental, we have considered this to be a key audit matter.
Our procedures in relation to assessing the fair value measurement included:
- Understanding how the management determines the fair value measurement of the biological assets, including the involvement of
the independent professional valuers
- Evaluating the appropriateness of the valuation model prepared by management and/or independent professional valuers in
determining the fair value which include forecast cash flows, discount rates and yield rates for the plantations and market prices
of the fruits or nuts/crop and livestock
- Reviewing the sufficiency and appropriateness of the Group’s disclosures on the application of judgement in estimating cash-
generating units cash flows and the sensitivity of the results of those estimates adequately reflect the risks associated with
biological assets valuation

4 Valuation of financial instruments


As disclosed in Notes 34 and 35 to the consolidated financial statements, the Group enters into various financial instruments which
are required to be carried at fair value. Estimation uncertainty is high for those financial instruments where significant valuation inputs
are unobservable (i.e. Level 3 instruments) as it involves exercise of judgement and use of assumptions and estimates. Due to the
related judgement in estimation, this is considered a key audit matter.
Our procedures in relation to assessing the fair value measurement included:
- Assessing controls over identification, measurement and management of valuation risk, and evaluating the methodologies, inputs
and assumptions used. The review also included comparisons of observable inputs against independent sources and externally
available market data
- Evaluating the assumptions and models used or re-performing independent valuation assessment to assess the reasonableness
of the computed fair value, with the help of our own valuation specialist where required
- Reviewing the appropriateness and adequacy of disclosures of fair value risks and sensitivities to reflect the Group’s exposure to
valuation risk

olamgroup.com olamgroup.com 99
Independent Auditor’s Report continued
For the financial year ended 31 December 2017
To the Members of Olam International Limited

Information other than the Financial Statements and Auditor’s Report Thereon
Management is responsible for the other information. The other information in the Annual Report 2017 comprises the information included
in (i) Strategy Report, (ii) Governance Report and (iii) Director’ Statement (within the Financial Report) sections, but does not include the
financial statements and our auditor’s report thereon. Our opinion on the financial statements does not cover the other information and we
do not express any form of assurance conclusion thereon.
In connection with our audit of the financial statements, 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 audit or otherwise
appears to be materially misstated. We have nothing to report in this regard.

Responsibilities of Management and Directors for the financial statements


Management is responsible for the preparation of financial statements that give a true and fair view in accordance with the provisions of
the Act and FRSs, and for devising and maintaining a system of internal accounting controls sufficient to provide a reasonable assurance
that assets are safeguarded against loss from unauthorised use or disposition; and transactions are properly authorised and that they are
recorded as necessary to permit the preparation of true and fair financial statements and to maintain accountability of assets.
In preparing the financial statements, management is responsible for assessing the Group’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 management either
intends to liquidate the Group or to cease operations, or has no realistic alternative but to do so.
The directors’ responsibilities include overseeing the Group’s financial reporting process.

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 auditor’s 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 SSAs 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.
As part of an audit in accordance with SSAs, we exercise professional judgement and maintain professional scepticism throughout
the audit. We also:
• Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and perform
audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our
opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud
may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
• Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the
circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Group’s internal control.
• Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures
made by management.
• Conclude on the appropriateness of management’s use of the going concern basis of accounting and, based on the audit evidence
obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Group’s ability to
continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report
to the related disclosures in the financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions
are based on the audit evidence obtained up to the date of our auditor’s report. However, future events or conditions may cause the
Group to cease to continue as a going concern.
• Evaluate the overall presentation, structure and content of the financial statements, including the disclosures, and whether the financial
statements represent the underlying transactions and events in a manner that achieves fair presentation.
• Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the Group
to express an opinion on the consolidated financial statements. We are responsible for the direction, supervision and performance
of the group audit. We remain solely responsible for our audit opinion.
We communicate with the directors regarding, among other matters, the planned scope and timing of the audit and significant audit
findings, including any significant deficiencies in internal control that we identify during our audit.
We also provide the directors with a statement that we have complied with relevant ethical requirements regarding independence, and
to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where
applicable, related safeguards.
From the matters communicated with the directors, we determine those matters that were of most significance in the audit of the financial
statements of the current period and are therefore the key audit matters. We describe these matters in our auditor’s report unless law or
regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not
be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public
interest benefits of such communication.

10 Olam International Limited Annual Report 2017


10 Annual Report 2017
Report on other legal and regulatory requirements
In our opinion, the accounting and other records required by the Act to be kept by the Company and by those subsidiary corporations
incorporated in Singapore of which we are the auditors have been properly kept in accordance with the provisions of the Act.
The engagement partner on the audit resulting in this independent auditor’s report is Vincent Toong Weng Sum.

Ernst & Young LLP


Public Accountants and Chartered Accountants
Singapore
20 March 2018

olamgroup.com olamgroup.com 11
11
Consolidated Profit and Loss Account
For the financial year ended 31 December 2017

Group
2017 2016
Note $’000 $’000
Sale of goods and services 4 26,272,529 20,587,032
Other income 5 207,531 47,265
Cost of goods sold 6 (23,757,685) (18,363,777)
Net (loss)/gain from changes in fair value of biological assets 12 (15,250) 14,141
Depreciation and amortisation 10, 11 (380,680) (353,481)
Other expenses 7 (1,297,602) (1,103,939)
Finance income 65,597 30,248
Finance costs 8 (531,178) (446,248)
Share of results from jointly controlled entities and associates 14 67,631 22,160
Profit before taxation 630,893 433,401
Income tax expense 9 (79,248) (94,314)

Profit for the financial year 551,645 339,087


Attributable to:
Owners of the Company 580,743 351,312
Non-controlling interests (29,098) (12,225)
551,645 339,087
Earnings per share attributable to owners of the Company (cents)
Basic 25 18.62 11.54
Diluted 25 17.92 11.14

The accompanying accounting policies and explanatory notes form an integral part of the financial statements.

12 Olam International Limited Annual Report 2017


12 Annual Report 2017
Consolidated Statement of Comprehensive Income
For the financial year ended 31 December 2017

Group
2017 2016
$’000 $’000
Profit for the financial year 551,645 339,087
Other comprehensive income
Items that may be reclassified subsequently to profit or loss:
Net gain/(loss) on fair value changes during the financial year 336,076 (44,170)
Recognised in the profit and loss account on occurrence of hedged transactions (68,037) (54,111)
Foreign currency translation adjustments (357,694) (306,122)
Share of other comprehensive income of jointly controlled entities and associates 65,520 (19,616)
Other comprehensive income for the year, net of tax (24,135) (424,019)
Total comprehensive income for the year 527,510 (84,932)
Attributable to:
Owners of the Company 560,419 (80,320)
Non-controlling interests (32,909) (4,612)
527,510 (84,932)

The accompanying accounting policies and explanatory notes form an integral part of the financial statements.

olamgroup.com olamgroup.com 13
13
Balance Sheets
As at 31 December 2017

Group Company

31 December 31 December 31 December 31 December


2017 2016 2017 2016
Note $’000 $’000 $’000 $’000
Non-current assets
Property, plant and equipment 10 5,625,837 5,367,039 13,285 12,581
Intangible assets 11 1,207,283 1,313,608 280,547 304,573
Biological assets 12 471,656 450,564 – –
Subsidiary companies 13 – – 6,043,511 5,550,460
Deferred tax assets 9 95,871 95,735 – –
Investments in jointly controlled entities and associates 14 1,070,940 889,838 780,557 724,826
Long-term investments 15 257,519 148,492 257,519 136,321
Other non-current assets 21 25,852 30,400 – –
8,754,958 8,295,676 7,375,419 6,728,761
Current assets
Amounts due from subsidiary companies 16 – – 1,926,416 3,583,148
Trade receivables 17 1,901,925 1,656,457 965,592 385,620
Margin accounts with brokers 18 399,680 164,958 304,862 153,544
Inventories 19 6,044,681 7,414,311 1,405,000 1,144,986
Advance payments to suppliers 20 743,516 880,602 116,243 142,456
Advance payments to subsidiary companies 20 – – 852,001 2,196,193
Cash and short-term deposits 33 1,986,351 2,144,051 1,137,011 1,274,672
Derivative financial instruments 34 1,619,249 1,926,151 1,098,147 1,118,686
Other current assets 21 848,187 986,678 168,061 151,116
13,543,589 15,173,208 7,973,333 10,150,421
Current liabilities
Trade payables and accruals 22 (2,184,352) (2,201,494) (1,087,350) (949,283)
Borrowings 24 (4,660,209) (5,983,035) (2,309,058) (3,632,631)
Derivative financial instruments 34 (851,947) (987,942) (685,128) (681,162)
Provision for taxation (162,977) (84,949) (81,343) (24,739)
Other current liabilities 23 (473,313) (383,731) (111,131) (115,176)
(8,332,798) (9,641,151) (4,274,010) (5,402,991)
Net current assets 5,210,791 5,532,057 3,699,323 4,747,430
Non-current liabilities
Deferred tax liabilities 9 (416,991) (505,876) (6,662) (8,103)
Borrowings 24 (6,927,729) (7,687,553) (4,985,786) (6,435,337)
(7,344,720) (8,193,429) (4,992,448) (6,443,440)
Net assets 6,621,029 5,634,304 6,082,294 5,032,751
Equity attributable to owners of the Company
Share capital 26 3,674,206 3,087,894 3,674,206 3,087,894
Treasury shares 26 (187,276) (190,465) (187,276) (190,465)
Capital securities 26 1,045,773 930,416 1,045,773 930,416
Reserves 1,910,878 1,570,498 1,549,591 1,204,906
6,443,581 5,398,343 6,082,294 5,032,751
Non-controlling interests 177,448 235,961 – –
Total equity 6,621,029 5,634,304 6,082,294 5,032,751

The accompanying accounting policies and explanatory notes form an integral part of the financial statements.

14 Olam International Limited Annual Report 2017


14 Annual Report 2017
Statements of Changes in Equity
For the financial year ended 31 December 2017

Attributable to owners of the Company


Foreign
Treasury Capital currency Fair value Share-based Total non-
Share capital shares securities Capital translation adjustment compensation Revenue Total controlling
31 December 2017 (Note 26) (Note 26) (Note 26) reserves1 reserves2 reserves3 reserves4 reserves reserves Total interests Total equity
Group $’000 $’000 $’000 $’000 $’000 $’000 $’000 $’000 $’000 $’000 $’000 $’000
At 1 January 2017 3,087,894 (190,465) 930,416 280,647 (703,305) (398,824) 119,520 2,272,460 1,570,498 5,398,343 235,961 5,634,304
Profit for the financial year – – – – – – – 580,743 580,743 580,743 (29,098) 551,645
Other comprehensive income
Net gain on fair value changes
during the financial year – – – – – 336,076 – – 336,076 336,076 – 336,076
Recognised in the profit and
loss account on occurrence
of hedged transactions – – – – – (68,037) – – (68,037) (68,037) – (68,037)
Foreign currency translation
adjustments – – – – (353,883) – – – (353,883) (353,883) (3,811) (357,694)
Share of other comprehensive
income of jointly controlled
entities and associates – – – 14,916 50,604 – – – 65,520 65,520 – 65,520
Other comprehensive income
for the financial year, net of tax – – – 14,916 (303,279) 268,039 – – (20,324) (20,324) (3,811) (24,135)
Total comprehensive income
for the year – – – 14,916 (303,279) 268,039 – 580,743 560,419 560,419 (32,909) 527,510
Contributions by and
distributions to owners
Buy back of capital securities
(Note 26) – – (235,800) – – – – – – (235,800) – (235,800)
Issue of shares on exercise of
warrants (Note 26) 585,542 – – – – – – – – 585,542 – 585,542
Issue of shares on exercise
of share options (Note 26) 770 – – – – – – – – 770 – 770
Issue of treasury shares
for Restricted Share Award
(Note 26) – 3,189 – – – – (3,189) – (3,189) – – –
Issue of capital securities, net
of transaction costs (Note 26) – – 347,727 – – – – – – 347,727 – 347,727
Share-based expense – – – – – – 20,184 – 20,184 20,184 – 20,184
Dividends on ordinary
shares (Note 27) – – – – – – – (180,399) (180,399) (180,399) – (180,399)
Accrued capital
securities distribution – – 56,635 – – – – (56,635) (56,635) – – –
Payment of capital
securities distribution – – (53,205) – – – – – – (53,205) – (53,205)
Total contributions by and
distributions to owners 586,312 3,189 115,357 – – – 16,995 (237,034) (220,039) 484,819 – 484,819
Changes in ownership interests
in subsidiaries that do not result
in loss of control
Capital reduction in subsidiary
without change in ownership – – – – – – – – – – (25,604) (25,604)
Total changes in ownership
interests in subsidiaries – – – – – – – – – – (25,604) (25,604)
Total transactions with owners
in their capacity as owners 586,312 3,189 115,357 – – – 16,995 (237,034) (220,039) 484,819 (25,604) 459,215
At 31 December 2017 3,674,206 (187,276) 1,045,773 295,563 (1,006,585) (130,785) 136,515 2,616,170 1,910,878 6,443,581 177,448 6,621,029

The accompanying accounting policies and explanatory notes form an integral part of the financial statements.

olamgroup.com olamgroup.com 15
15
Statements of Changes in Equity continued
For the financial year ended 31 December 2017

Attributable to owners of the Company


Foreign
Treasury Capital currency Fair value Share-based Total non-
Share capital shares securities Capital translation adjustment compensation Revenue Total controlling
1 2 3 4
31 December 2016 (Note 26) (Note 26) (Note 26) reserves reserves reserves reserves reserves reserves Total interests Total equity
Group $’000 $’000 $’000 $’000 $’000 $’000 $’000 $’000 $’000 $’000 $’000 $’000
At 1 January 2016 3,082,499 (96,081) 237,525 280,647 (375,057) (107,931) 106,238 1,990,670 1,894,567 5,118,510 240,573 5,359,083
Effects of Biological assets
adjustment (FRS 16, FRS 41) – – – – 5,103 – – (44,530) (39,427) (39,427) – (39,427)
Effects of FRS 109 early
adoption – – – – – (192,612) – 192,612 – – – –
At 1 January 2016, as restated 3,082,499 (96,081) 237,525 280,647 (369,954) (300,543) 106,238 2,138,752 1,855,140 5,079,083 240,573 5,319,656
Profit for the financial year – – – – – – – 351,312 351,312 351,312 (12,225) 339,087
Other comprehensive income
Net loss on fair value changes
during the financial years – – – – – (44,170) – – (44,170) (44,170) – (44,170)
Recognised in the profit and
loss account on occurrence
of hedged transactions – – – – – (54,111) – – (54,111) (54,111) – (54,111)
Foreign currency translation
adjustments – – – – (313,735) – – – (313,735) (313,735) 7,613 (306,122)
Share of other comprehensive
income of jointly controlled
entities and associates – – – – (19,616) – – – (19,616) (19,616) – (19,616)
Other comprehensive income
for the financial year, net of tax – – – – (333,351) (98,281) – – (431,632) (431,632) 7,613 (424,019)
Total comprehensive income
for the year – – – – (333,351) (98,281) – 351,312 (80,320) (80,320) (4,612) (84,932)
Contributions by and
distributions to owners
Buy back of shares (Note 26) – (94,384) – – – – – – – (94,384) – (94,384)
Issue of shares on exercise of
warrants (Note 26) 5,096 – – – – – – – – 5,096 – 5,096
Issue of shares on exercise
of share options (Note 26) 299 – – – – – – – – 299 – 299
Issue of capital securities, net
of transaction costs (Note 26) – – 675,874 – – – – – – 675,874 – 675,874
Share-based expense – – – – – – 13,282 – 13,282 13,282 – 13,282
Dividends on ordinary
shares (Note 27) – – – – – – – (184,036) (184,036) (184,036) – (184,036)
Accrued capital
securities distribution – – 33,568 – – – – (33,568) (33,568) – – –
Payment of capital
securities distribution – – (16,551) – – – – – – (16,551) – (16,551)
Total contributions by and
distributions to owners 5,395 (94,384) 692,891 – – – 13,282 (217,604) (204,322) 399,580 – 399,580
Total transactions with owners
in their capacity as owners 5,395 (94,384) 692,891 – – – 13,282 (217,604) (204,322) 399,580 – 399,580
At 31 December 2016 3,087,894 (190,465) 930,416 280,647 (703,305) (398,824) 119,520 2,272,460 1,570,498 5,398,343 235,961 5,634,304

The accompanying accounting policies and explanatory notes form an integral part of the financial statements.

16 Olam International Limited Annual Report 2017


16 Annual Report 2017
Attributable to owners of the Company
Foreign
Share Treasury Capital currency Fair value Share-based
capital shares securities Capital translation adjustment compensation Revenue Total
31 December 2017 (Note 26) (Note 26) (Note 26) reserves1 reserves2 reserves3 reserves4 reserves reserves Total
Company $’000 $’000 $’000 $’000 $’000 $’000 $’000 $’000 $’000 $’000
At 1 January 2017 3,087,894 (190,465) 930,416 140,486 298,656 (398,818) 119,520 1,045,062 1,204,906 5,032,751
Profit for the financial year – – – – – – – 736,368 736,368 736,368
Other comprehensive income
Net gain on fair value changes
during the financial year – – – – – 336,076 – – 336,076 336,076
Recognised in the profit and loss
account on occurrence
of hedged transactions – – – – – (68,037) – – (68,037) (68,037)
Foreign currency
translation adjustments – – – – (439,683) – – – (439,683) (439,683)
Other comprehensive income for the
financial year, net of tax – – – – (439,683) 268,039 – – (171,644) (171,644)
Total comprehensive
income for the year – – – – (439,683) 268,039 – 736,368 564,724 564,724
Contributions by and distributions
to owners
Buy back of capital securities
(Note 26) – – (235,800) – – – – – – (235,800)
Issue of shares on exercise
of warrants (Note 26) 585,542 – – – – – – – – 585,542
Issue of shares on exercise of share
options (Note 26) 770 – – – – – – – – 770
Issue of treasury shares for
Restricted Share Awards (Note 26) – 3,189 – – – – (3,189) – (3,189) –
Issue of capital securities, net of
transaction costs (Note 26) – – 347,727 – – – – – – 347,727
Share-based expense – – – – – – 20,184 – 20,184 20,184
Dividends on ordinary
shares (Note 27) – – – – – – (180,399) (180,399) (180,399)
Accrued capital securities distribution – – 56,635 – – – – (56,635) (56,635) –
Payment of capital
securities distribution – – (53,205) – – – – – – (53,205)
Total contributions by and
distributions to owners 586,312 3,189 115,357 – – – 16,995 (237,034) (220,039) 484,819
Total transactions with owners in
their capacity as owners 586,312 3,189 115,357 – – – 16,995 (237,034) (220,039) 484,819
At 31 December 2017 3,674,206 (187,276) 1,045,773 140,486 (141,027) (130,779) 136,515 1,544,396 1,549,591 6,082,294

The accompanying accounting policies and explanatory notes form an integral part of the financial statements.

olamgroup.com olamgroup.com 17
17
Statements of Changes in Equity continued
For the financial year ended 31 December 2017

Attributable to owners of the Company


Foreign
Share Treasury Capital currency Fair value Share-based
capital shares securities Capital translation adjustment compensation Revenue Total
1 2 3 4
31 December 2016 (Note 26) (Note 26) (Note 26) reserves reserves reserves reserves reserves reserves Total
Company $’000 $’000 $’000 $’000 $’000 $’000 $’000 $’000 $’000 $’000
At 1 January 2016 3,082,499 (96,081) 237,525 140,486 175,744 (107,925) 106,238 829,337 1,143,880 4,367,823
Effects of FRS 109 early adoption – – – – – (192,612) – 192,612 – –
At 1 January 2016, as restated 3,082,499 (96,081) 237,525 140,486 175,744 (300,537) 106,238 1,021,949 1,143,880 4,367,823
Profit for the financial year – – – – – – – 240,717 240,717 240,717
Other comprehensive income
Net loss on fair value changes during
the financial year – – – – – (44,170) – – (44,170) (44,170)
Recognised in the profit and loss
account on occurrence
of hedged transactions – – – – – (54,111) – – (54,111) (54,111)
Foreign currency
translation adjustments – – – – 122,912 – – – 122,912 122,912
Other comprehensive income for the
financial year, net of tax – – – – 122,912 (98,281) – – 24,631 24,631
Total comprehensive
income for the year – – – – 122,912 (98,281) – 240,717 265,348 265,348
Contributions by and distributions
to owners
Buy back of shares (Note 26) – (94,384) – – – – – – – (94,384)
Issue of shares on exercise
of warrants (Note 26) 5,096 – – – – – – – – 5,096
Issue of shares on exercise of share
options (Note 26) 299 – – – – – – – – 299
Issue of capital securities, net of
transaction costs (Note 26) – – 675,874 – – – – – – 675,874
Share-based expense – – – – – – 13,282 – 13,282 13,282
Dividends on ordinary
shares (Note 27) – – – – – – – (184,036) (184,036) (184,036)
Accrued capital securities distribution – – 33,568 – – – – (33,568) (33,568) –
Payment of capital
securities distribution – – (16,551) – – – – – – (16,551)
Total contributions by and
distributions to owners 5,395 (94,384) 692,891 – – – 13,282 (217,604) (204,322) 399,580
Total transactions with owners in
their capacity as owners 5,395 (94,384) 692,891 – – – 13,282 (217,604) (204,322) 399,580
At 31 December 2016 3,087,894 (190,465) 930,416 140,486 298,656 (398,818) 119,520 1,045,062 1,204,906 5,032,751

1 Capital reserves
Capital reserves represent the premium paid and discounts on acquisition of non-controlling interests, gain on partial disposal
of subsidiary which did not result in loss of control, residual amount of convertible bonds net of proportionate share of transaction
costs, after deducting the fair value of the debt and derivative component on the date of issuance, the share of capital reserves of
a jointly controlled entity and warrants arising from the Rights Issue (Note 26).

2 Foreign currency translation reserves


The foreign currency translation reserves are used to record exchange differences arising from the translation of the financial
statements of the Company and the Group’s foreign operations whose functional currencies are different from that of the Group’s
presentation currency as well as the share of foreign currency translation reserves of jointly controlled entities and associates.

3 Fair value adjustment reserves


Fair value adjustment reserves record the portion of the fair value changes on derivative financial instruments designated as
hedging instruments in cash flow hedges that are determined to be effective hedges as well as fair value changes of long term
investment.

4 Share-based compensation reserves


Share-based compensation reserves represent the equity-settled shares and share options granted to employees. The reserve
is made up of the cumulative value of services received from employees recorded over the vesting period commencing from the
grant date of equity-settled shares and share options and is reduced by the expiry of the share options.

The accompanying accounting policies and explanatory notes form an integral part of the financial statements.

18 Olam International Limited Annual Report 2017


18 Annual Report 2017
Consolidated Cash Flow Statement
For the financial year ended 31 December 2017

2017 2016
$’000 $’000
Cash flows from operating activities
Profit before taxation 630,893 433,401
Adjustments for:-
Allowance for doubtful debts 43,911 39,403
Amortisation of intangible assets and depreciation of property, plant and equipment 380,680 353,481
Share-based expense 20,184 13,282
Fair value of biological assets (Note 12) 15,250 (14,141)
Gain on disposal of subsidiary (121,188) –
(Gain)/loss on disposal of property, plant and equipment and intangible assets (29,205) 5,405
Interest income (65,597) (30,248)
Interest expense 531,178 446,248
Inventories written down, net 30,718 18,910
Share of results from jointly controlled entities and associates (67,631) (22,160)

Operating cash flows before reinvestment in working capital 1,369,193 1,243,581


Decrease/(increase) in inventories 856,220 (259,677)
Increase in receivables and other current assets (35,655) (132,885)
Decrease/(increase) in advance payments to suppliers 86,083 (119,522)
(Increase)/decrease in margin account with brokers (196,761) 14,061
Increase in payables and other current liabilities 124,835 270,258

Cash flows from operations 2,203,915 1,015,816


Interest income received 65,597 30,248
Interest expense paid (529,581) (378,028)
Tax paid (82,098) (48,420)
Net cash flows generated from operating activities 1,657,833 619,616

Cash flows from investing activities


Proceeds from disposal of property, plant and equipment 197,359 31,981
Purchase of property, plant and equipment (Note 10) (951,086) (751,793)
Purchase of intangibles (Note 11) (7,163) (11,686)
Acquisition of subsidiaries, net of cash acquired – (588,137)
Net proceeds from associates and jointly controlled entities (12,374) (65,863)
Dividends received from associate 22,278 –
Proceeds on disposal of intangible asset – 10
Proceeds from partial divestment of subsidiary 113,539 –
Net cash flows used in investing activities (637,447) (1,385,488)

The accompanying accounting policies and explanatory notes form an integral part of the financial statements.

olamgroup.com olamgroup.com 19
19
Consolidated Cash Flow Statement continued
For the financial year ended 31 December 2017

2017 2016
$’000 $’000
Cash flows from financing activities
Dividends paid on ordinary shares by the Company (180,399) (184,036)
(Repayment)/proceeds from borrowings, net (1,385,209) 831,556
Proceeds from issuance of shares on exercise of share options 770 299
Proceeds from conversion of warrants 585,542 5,096
Proceeds from of capital securities, net of distribution 58,722 659,323
Payment for bond buy-back – (318,401)
Purchase of treasury shares – (94,384)
Net cash flows (used in)/generated from financing activities (920,574) 899,453

Net effect of exchange rate changes on cash and cash equivalents (157,423) (112,924)
Net (decrease)/increase in cash and cash equivalents (57,611) 20,657
Cash and cash equivalents at beginning of period 1,939,418 1,918,761

Cash and cash equivalents at end of period (Note 33) 1,881,807 1,939,418

The accompanying accounting policies and explanatory notes form an integral part of the financial statements.

20 Olam International Limited Annual Report 2017


20 Annual Report 2017
Notes to the Financial Statements
For the financial year ended 31 December 2017

These notes form an integral part of the financial statements.


The financial statements for the financial year ended 31 December 2017 were authorised for issue by the Board of Directors on
20 March 2018.

1. Corporate information
Olam International Limited (‘the Company’) is a limited liability company, which is domiciled and incorporated in Singapore.
The Company is listed on the Singapore Exchange Securities Trading Limited (SGX-ST).
The Company’s ultimate holding company is Temasek Holdings (Private) Limited, a company incorporated in Singapore.
The principal activities of the Company are those of sourcing, processing, packaging and merchandising of agricultural products.
The principal activities of the subsidiaries are disclosed in Note 13 to the financial statements.
The registered office and principal place of business of the Company is at 7 Straits View, #20-01 Marina One East Tower,
Singapore 018936.

2. Summary of significant accounting policies


2.1 Basis of preparation
The consolidated financial statements of the Group and the balance sheet and statement of changes in equity of the Company
have been prepared in accordance with Singapore Financial Reporting Standards (‘FRS’).
The financial statements have been prepared on a historical cost basis except as disclosed in the accounting policies below.
The areas involving a higher degree of judgement or complexity, or areas where assumptions and estimates are significant to
the financial statements are disclosed in Note 3.
The financial statements are presented in Singapore Dollars ($ or SGD) and all values in the tables are rounded to the nearest
thousand ($’000) as indicated.
2.1.1 Convergence with International Financial Reporting Standard
The Accounting Standards Council announced on 29 May 2014 that Singapore incorporated companies listed on the Singapore
Exchange will apply Singapore Financial Reporting Framework (International), a new financial reporting framework identical
to the International Financial Reporting Standards. The Group will adopt SFRS(I) the new financial reporting framework on
1 January 2018.
The Group has performed an assessment of the impact of adopting the SFRS (I). Other than the adoption of the new standards
that are effective on 1 January 2018, the Group expects that the adoption of SFRS (I) will have no material impact on the
financial statements in the year of initial application.
2.2 Changes in accounting policies and restatements
The accounting policies adopted are consistent with those of the previous financial year except in the current financial year,
the Group has adopted all the new and revised standards which are effective for annual financial periods beginning on or after
1 January 2017, including the Amendments to FRS 7 Disclosure Initiative. The adoption of these standards did not have any
effect on the financial performance or position of the Group and the Company.

olamgroup.com olamgroup.com 21
21
Notes to the Financial Statements continued
For the financial year ended 31 December 2017

2. Summary of significant accounting policies continued


2.3 Standards issued but not yet effective
The Group has not adopted the following standards and interpretations that have been issued but are not yet effective:

Effective for financial


Description year beginning on
Amendments to FRS 40: Transfers of Investment Property 1 January 2018
FRS 115 Revenue from Contracts with Customers 1 January 2018
Amendments to FRS 115: Clarifications to FRS 115 Revenue from Contracts with Customers 1 January 2018
Amendments to FRS 102: Classification and Measurement of Share-based Payment Transactions 1 January 2018
Amendments to FRS 104: Applying FRS 109 Financial Instruments with FRS 104 Insurance Contracts 1 January 2018
FRS 116 Leases 1 January 2019
Improvements to FRSs (December 2016):
Amendments to FRS 28: Measuring an Associate or Joint Venture at fair value 1 January 2018
Amendments to FRS 109: Prepayment Features with Negative Compensation 1 January 2019
INT FRS 122 Foreign Currency Transactions and Advance Consideration 1 January 2018
INT FRS 123 Uncertainty Over Income Tax Treatments 1 January 2019
Amendments to FRS 110 and FRS 28 Sale or Contribution of Assets between an Investor and its
Associate or Joint Venture Date to be determined

Except for FRS 115 Revenue from Contracts with Customers, Amendments to FRS 115 and FRS 116 Leases, the directors
expect that the adoption of the other standards and interpretations above will have no material impact on the financial
statements in the period of initial application. The nature of the impending changes in accounting policy on adoption of
FRS 115 Revenue from Contracts with Customers, Amendments to FRS 115 and FRS 116 Leases is described below.
FRS 115 Revenue from Contracts with Customers and Amendments to FRS 115
In accordance with FRS 115, which is effective from 1 January 2018 onwards, excluding interest and dividend income and other
such income from financial instruments recognised in accordance with FRS 109, revenues are recognised upon transfer of
promised goods or services to customers in amounts that reflect the consideration to which Group expect to be entitled in
exchange for those goods or services based on the five step approach as prescribed in the standard.
The Group has performed an impact assessment and does not expect a change in revenue recognition for sales of goods or
services upon adoption on 1 January 2018.
FRS 116 Leases
FRS 116 requires lessees to recognise most leases on balance sheets to reflect the rights to use (‘ROU’) the leased assets and
the associated obligations for lease payments as well as the corresponding interest expense and depreciation charges. The
standard includes two recognition exemptions for lessees – leases of ‘low value’ assets and short-term leases. The new leases
standard is effective for annual periods beginning on or after 1 January 2019.
The Group has performed a preliminary high-level impact assessment of the adoption of FRS 116 on its existing operating lease
arrangements as lessee. Based on its preliminary assessment, the Group expects these operating leases to be recognised as
ROU assets and corresponding lease liabilities which will result in increase in total assets and total liabilities, EBITDA and
gearing ratio. The Group plans to adopt the standard when it becomes effective in 2019.

22 Olam International Limited Annual Report 2017


22 Annual Report 2017
2. Summary of significant accounting policies continued
2.4 Functional and foreign currency
The Group’s consolidated financial statements are presented in Singapore Dollars. Each entity in the Group determines its own
functional currency and items included in the financial statements of each entity are measured using that functional currency.
The Company’s functional currency is the United States Dollar (‘USD’), which reflects the economic substance of the underlying
events and circumstances of the Company. Although the Company is domiciled in Singapore, most of the Company’s
transactions are denominated in USD and the selling prices for the Company’s products are sensitive to movements in the
foreign exchange rate with the USD.
(a) Transactions and balances
Transactions in foreign currencies are measured in the respective functional currencies of the Company and its subsidiaries
and are recorded on initial recognition in the functional currencies at exchange rates approximating those ruling at the
transaction dates. Monetary assets and liabilities denominated in foreign currencies are translated at the rate of exchange
ruling at the balance sheet date. Non-monetary items that are measured in terms of historical cost in a foreign currency are
translated using the exchange rates as at the dates of the initial transactions. Non-monetary items measured at fair value in
a foreign currency are translated using the exchange rates at the date when the fair value was measured.
Exchange differences arising on the settlement of monetary items or on translating monetary items at the balance sheet
date are recognised in profit or loss except for exchange differences arising on monetary items that form part of the Group’s
net investment in foreign operations, which are recognised initially in other comprehensive income and accumulated under
foreign currency translation reserve in equity. The foreign currency translation reserve is reclassified from equity to profit or
loss of the Group on disposal of the foreign operation.
(b) Consolidated financial statements
For consolidation purpose, the assets and liabilities of foreign operations are translated into USD at the rate of exchange
ruling at the balance sheet date and their profit or loss are translated at the weighted average exchange rates for the year.
The exchange differences arising on the translation are recognised in other comprehensive income. On disposal of a
foreign operation, the component of other comprehensive income relating to that particular foreign operation is recognised
in profit or loss.
In the case of a partial disposal without loss of control of a subsidiary that includes a foreign operation, the proportionate
share of the cumulative amount of the exchange differences are re-attributed to non-controlling interest and are not
recognised in profit or loss. For partial disposals of associates or jointly controlled entities that are foreign operations,
the proportionate share of the accumulated exchange differences is reclassified to profit or loss.
(c) Translation to the presentation currency
The financial statements are presented in Singapore Dollar (‘SGD’) as the Company’s principal place of business is
in Singapore.
The financial statements are translated from USD to SGD as follows:-
• Assets and liabilities for each balance sheet presented are translated at the closing rate ruling at that balance sheet date;
• Income and expenses for each profit and loss account are translated at average exchange rates for the year,
which approximates the exchange rates at the dates of the transactions; and
All exchange differences arising on the translation are included in the foreign currency translation reserves.

olamgroup.com olamgroup.com 23
23
Notes to the Financial Statements continued
For the financial year ended 31 December 2017

2. Summary of significant accounting policies continued


2.5 Subsidiary companies, basis of consolidation and business combinations
(a) Subsidiary companies
A subsidiary is an investee that is controlled by the Group. The Group controls an investee when it is exposed, or has rights,
to variable returns from its involvement with the investee and has the ability to affect those returns through its power over
the investee.
In the Company’s separate financial statements, investments in subsidiaries are accounted for at cost less
impairment losses.
A list of the Group’s significant subsidiary companies is shown in Note 13.
(b) Basis of consolidation
The consolidated financial statements comprise the financial statements of the Company and its subsidiaries as at the end
of the reporting period. The financial statements of the subsidiaries used in the preparation of the consolidated financial
statements are prepared for the same reporting date as the Company. Consistent accounting policies are applied to like
transactions and events in similar circumstances.
All intra-group balances, income and expenses and unrealised gains and losses resulting from intra-group transactions
and dividends are eliminated in full.
Subsidiaries are consolidated from the date of acquisition, being the date on which the Group obtains control, and continue
to be consolidated until the date that such control ceases.
Losses within a subsidiary are attributed to the non-controlling interest even if that results in a deficit balance.
A change in the ownership interest of a subsidiary, without a loss of control, is accounted for as an equity transaction. If the
Group loses control over a subsidiary, it:
• Derecognises the assets (including goodwill) and liabilities of the subsidiary at their carrying amounts at the date when
control is lost;
• Derecognises the carrying amount of any non-controlling interest;
• Derecognises the cumulative translation differences recorded in equity;
• Recognises the fair value of the consideration received;
• Recognises the fair value of any investment retained;
• Recognises any surplus or deficit in profit or loss;
• Reclassifies the Group’s share of components previously recognised in other comprehensive income to profit or loss or
retained earnings, as appropriate.
(c) Business combinations
Business combinations are accounted for by applying the acquisition method. Identifiable assets acquired and liabilities
assumed in a business combination are measured initially at their fair values at the acquisition date. Acquisition-related
costs are recognised as expenses in the periods in which the costs are incurred and the services are received.
Any contingent consideration to be transferred by the acquirer will be recognised at fair value at the acquisition date.
Subsequent changes to the fair value of the contingent consideration which is deemed to be an asset or liability, will be
recognised in profit or loss.
In business combinations achieved in stages, previously held equity interests in the acquiree are remeasured to fair value
at the acquisition date and any corresponding gain or loss is recognised in profit or loss.
The Group elects for each individual business combination, whether non-controlling interest in the acquiree (if any), that
are present ownership interests and entitle their holders to a proportionate share of net assets in the event of liquidation,
is recognised on the acquisition date at fair value, or at the non-controlling interest’s proportionate share of the acquiree’s
identifiable net assets. Other components of non-controlling interests are measured at their acquisition date fair value,
unless another measurement basis is required by another FRS.
Any excess of the sum of the fair value of the consideration transferred in the business combination, the amount of non-
controlling interest in the acquiree (if any) and the fair value of the Group’s previously held equity interest in the acquiree
(if any) over the net fair value of the acquiree’s identifiable assets and liabilities is recorded as goodwill. In instances
where the latter amount exceeds the former, the excess is recognised as gain on bargain purchase in profit or loss on
the acquisition date. The accounting policy for goodwill is set out in Note 2.10(a).

24 Olam International Limited Annual Report 2017


24 Annual Report 2017
2. Summary of significant accounting policies continued
2.6 Transactions with non-controlling interests
Non-controlling interest represents the equity in subsidiaries not attributable, directly or indirectly, to owners of the Company,
and are presented separately in the consolidated statement of comprehensive income and within equity in the consolidated
balance sheet, separately from equity attributable to owners of the Company.
Changes in the Company’s interest in a subsidiary that do not result in a loss of control are accounted for as equity transactions.
In such circumstances, the carrying amounts of the controlling and non-controlling interests are adjusted to reflect the changes
in their relative interests in the subsidiary. Any difference between the amount by which the non-controlling interest is adjusted
and the fair value of the consideration paid or received is recognised directly in equity and attributed to owners of the Company.
2.7 Jointly controlled entities
The Group has interests in joint ventures that are jointly controlled entities. A joint venture is a contractual arrangement whereby
two or more parties undertake an economic activity that is subject to joint control, and a jointly controlled entity is a joint venture
that involves the establishment of a separate entity in which each venturer has an interest.
The consolidated financial statements include the Group’s share of the total recognised gains and losses of its jointly controlled
entities on an equity accounted basis from the date that joint control commences until the date that joint control ceases. When
the Group’s share of losses exceeds the carrying amount of the investment, the investment is reported as nil and recognition of
losses is discontinued except to the extent of the Group’s commitment.
In the Company’s separate financial statements, investments in jointly controlled entities are stated at cost less impairment loss.
The carrying amounts of the jointly controlled entities are reviewed at each balance sheet date to determine whether there is any
indication of impairment. If such indication exists, the recoverable amount is estimated and any impairment loss is recognised
whenever the carrying amount exceeds the recoverable amount. The impairment loss is charged to profit or loss.
Upon loss of joint control, the Group measures and recognises any retained investment at its fair value. Any difference between
the carrying amount of the former joint venture entity upon loss of joint venture control and the aggregate of the fair value of the
retained investment and proceeds from disposal is recognised in profit or loss.
2.8 Associates
An associate is an entity over which the Group has the power to participate in the financial and operating policy decisions of
the investee but does not have control or joint control of those policies.
The Group’s investments in associates are accounted for using the equity method. Under the equity method, the investment in
the associate is measured in the balance sheet at cost plus post-acquisition changes in the Group’s share of net assets of the
associate. Goodwill relating to an associate is included in the carrying amount of the investment and is neither amortised nor
tested individually for impairment. Any excess of the Group’s share of the net fair value of the associate’s identifiable assets,
liabilities and contingent liabilities over the cost of the investment is included as income in the determination of the Group’s
share of results of the associate in the period in which the investment is acquired.
The profit or loss reflects the share of the results of operations of the associates. Where there has been a change recognised
in other comprehensive income by the associates, the Group recognises its share of such changes in other comprehensive
income. Unrealised gains and losses resulting from transactions between the Group and the associate are eliminated to the
extent of the interest in the associates.
The Group’s share of the profit or loss of its associates is shown on the face of profit or loss after tax and non-controlling
interests in the subsidiaries of associates.
When the Group’s share of losses in an associate equals or exceeds its interest in the associate, the Group does not recognise
further losses, unless it has incurred obligations or made payments on behalf of the associate.
After application of the equity method, the Group determines whether it is necessary to recognise an additional impairment loss
on the Group’s investment in its associates. The Group determines at each balance sheet date whether there is any objective
evidence that the investment in the associate is impaired. If this is the case, the Group calculates the amount of impairment as
the difference between the recoverable amount of the associate and its carrying value and recognises the amount in the profit
or loss.
The financial statements of the associates are prepared as of the same reporting date as the Company. Where necessary,
adjustments are made to bring the accounting policies in line with those of the Group.
Upon loss of significant influence over the associate, the Group measures and recognises any retained investment at its fair
value. Any difference between the carrying amount of the associate upon loss of significant influence and the fair value of the
aggregate of the retained investment and proceeds from disposal is recognised in profit or loss.

olamgroup.com olamgroup.com 25
25
Notes to the Financial Statements continued
For the financial year ended 31 December 2017

2. Summary of significant accounting policies continued


2.9 Property, plant and equipment
All items of property, plant and equipment are initially recorded at cost. Such cost includes the cost of replacing part of the
property, plant and equipment and borrowing costs that are directly attributable to the acquisition, construction or production
of a qualifying property, plant and equipment. The accounting policy for borrowing costs is set out in Note 2.17. The cost of
an item of property, plant and equipment is recognised as an asset if, and only if, it is probable that future economic benefits
associated with the item will flow to the Group and the cost of the item can be measured reliably.
Subsequent to recognition, all items of property, plant and equipment (except for freehold land) are stated at cost less
accumulated depreciation and accumulated impairment losses. Freehold land has an unlimited useful life and therefore is
not depreciated. Leasehold land and buildings are depreciable over the shorter of the estimated useful life of the asset or
the lease period.
Depreciation of an asset begins when it is available for use and is computed on a straight line basis over the estimated useful
life except for ginning assets of Queensland Cotton Holdings, which are depreciated using the units of use method. The
estimated useful life of the assets is as follows:-
Bearer plants • 15 to 30 years
Leasehold land and buildings • 5 to 50 years
Plant and machinery • 3 to 25 years; 30 years for ginning assets
Motor vehicles • 3 to 5 years
Furniture and fittings • 5 years
Office equipment • 5 years
Computers • 3 years

Other assets in Note 10 comprise motor vehicles, furniture and fittings, office equipment and computers.
Bearer plants - Immature plantations are stated at acquisition cost which includes costs incurred for field preparation, planting,
farming inputs and maintenance, capitalisation of borrowing costs incurred on loans used to finance the development of
immature plantations and an allocation of other indirect costs based on planted hectarage.
Capital work-in-progress is not depreciated as these assets are not yet available for use.
The carrying values of property, plant and equipment are reviewed for impairment when events or changes in circumstances
indicate that the carrying value may not be recoverable.
An item of property, plant and equipment is derecognised upon disposal or when no future economic benefits are expected
from its use or disposal. Any gain or loss on derecognition of the asset is included in the profit and loss account in the year the
asset is derecognised.
2.10 Intangible assets
(a) Goodwill
Goodwill is initially measured at cost. Following initial recognition, goodwill is measured at cost less any accumulated
impairment losses.
For the purpose of impairment testing, goodwill acquired in a business combination is, from the acquisition date, allocated
to each of the Group’s cash-generating units that are expected to benefit from the synergies of the combination,
irrespective of whether other assets or liabilities of the acquiree are assigned to those units.
The cash-generating unit to which goodwill has been allocated is tested for impairment annually and whenever there
is an indication that the cash-generating unit may be impaired. Impairment is determined for goodwill by assessing the
recoverable amount of each cash-generating unit (or group of cash-generating units) to which the goodwill relates. Where
the recoverable amount of the cash-generating unit is less than the carrying amount, an impairment loss is recognised in
the profit and loss account. Impairment losses recognised for goodwill are not reversed in subsequent periods.
Where goodwill forms part of a cash-generating unit and part of the operation within that unit is disposed of, the goodwill
associated with the operation disposed of is included in the carrying amount of the operation when determining the gain or
loss of disposal of the operation. Goodwill disposed of in this circumstance is measured based on the relative fair values of
the operations disposed of and the portion of the cash-generating unit retained.
Goodwill and fair value adjustments arising on the acquisition of foreign operations on or after 1 January 2005 are treated
as assets and liabilities of the foreign operations and are recorded in the functional currency of the foreign operations and
translated in accordance with the accounting policy set out in Note 2.4.

26 Olam International Limited Annual Report 2017


26 Annual Report 2017
2. Summary of significant accounting policies continued
2.10 Intangible assets continued
(b) Other intangible assets
Intangible assets acquired separately are measured initially at cost. The cost of intangible assets acquired in a business
combination is their fair value as at the date of acquisition. Following initial acquisition, intangible assets are measured at
cost less any accumulated amortisation and accumulated impairment losses.
The useful lives of intangible assets are assessed as either finite or indefinite.
Intangible assets with finite useful lives are amortised on a straight-line basis over the estimated useful lives and assessed
for impairment whenever there is an indication that the intangible asset may be impaired. The amortisation period and the
amortisation method are reviewed at least at each financial year-end. Changes in the expected useful life or the expected
pattern of consumption of future economic benefits embodied in the asset is accounted for by changing the amortisation
period or method, as appropriate, and are treated as changes in accounting estimates. The amortisation expense on
intangible assets with finite lives is recognised in the profit or loss in the expense category consistent with the function
of the intangible asset.
Intangible assets with indefinite useful lives or that are not yet available for use are not subject to amortisation and they are
tested for impairment annually or more frequently if the events and circumstances indicate that the carrying value may be
impaired either individually or at the cash-generating unit level. Such intangible assets are not amortised. The useful life
of an intangible asset with an indefinite useful life is reviewed annually to determine whether the useful life assessment
continues to be supportable. If not, the change in useful life from indefinite to finite is made on a prospective basis.
Gains or losses arising from derecognition of an intangible asset are measured as the difference between the net disposal
proceeds and the carrying amount of the asset and are recognised in the profit or loss when the asset is derecognised.
2.11 Biological assets
(a) Agricultural produce (‘Fruits on trees’) and annual crops
The agricultural produce (‘fruits on trees’) are valued in accordance with FRS 41 Agriculture. The fair value amount is an
aggregate of the fair valuation of the current financial year and the reversal of the prior year’s fair valuation. The fair valuation
takes into account current selling prices and related costs. The calculated value is then discounted by a suitable factor to
take into account the agricultural risk until maturity.
The annual crops have been valued using adjusted cost, which is the estimate of the yield and cost of the crop at harvest
discounted for the remaining time to harvest, which approximate fair value.
(b) Livestock
Livestock are stated at fair value less estimated point-of-sale costs, with any resultant gain or loss recognised in the
profit or loss. Point-of-sale costs include all costs that would be necessary to sell the assets. The fair value of livestock is
determined based on valuations by an independent professional valuer using the market prices of livestock of similar age,
breed and generic merit.
2.12 Impairment of non-financial assets
The Group performs periodic reviews of non-financial assets for indication of impairment. Impairment assessment are done
whenever there are indicators of impairment, or as part of an annual impairment assessment exercise as required. The Group
makes an estimate of the asset’s recoverable amount with the help of independent professional valuers where applicable.
An asset’s recoverable amount is the higher of an asset’s or cash-generating unit’s fair value less costs of disposal and its
value in use and is determined for an individual asset, unless the asset does not generate cash inflows that are largely
independent of those from other assets or group of assets. Where the carrying amount of an asset or cash-generating unit
exceeds its recoverable amount, the asset is considered impaired and is written down to its recoverable amount. In assessing
value in use, the estimated future cash flows expected to be generated by the asset are discounted to their present value
using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the
asset. In determining fair value less costs of disposal, recent market transactions are taken into account, if available. If no such
transactions can be identified, an appropriate valuation model is used. Where the carrying amount of an asset exceeds its
recoverable amount, the asset is written down to its recoverable amount.
Impairment losses of continuing operations are recognised in profit or loss in those expense categories consistent with the
function of the impaired asset, except for assets that have been previously revalued and where the revaluation was taken to
other comprehensive income. In this case the impairment is also recognised in other comprehensive income up to the amount
of any previous revaluation.

olamgroup.com olamgroup.com 27
27
Notes to the Financial Statements continued
For the financial year ended 31 December 2017

2. Summary of significant accounting policies continued


2.12 Impairment of non-financial assets continued
For assets excluding goodwill, an assessment is made at each reporting date as to whether there is any indication that
previously recognised impairment losses may no longer exist or may have decreased. If such indication exists, the Group
estimates the asset’s or cash-generating unit’s recoverable amount. A previously recognised impairment loss is reversed only
if there has been a change in the estimates used to determine the asset’s recoverable amount since the last impairment loss
was recognised. If that is the case, the carrying amount of the asset is increased to its recoverable amount. That increased
amount cannot exceed the carrying amount that would have been determined, net of depreciation, had no impairment loss
been recognised previously. Such reversal is recognised in the profit or loss unless the asset is measured at revalued amount,
in which case the reversal is treated as a revaluation increase.

2.13 Financial instruments


(a) Financial assets
Initial recognition and measurement
Financial assets are recognised when, and only when the Group becomes a party to the contractual provisions of the
instruments. The Group determines the classification of its financial assets at initial recognition.
When financial assets are recognised initially, they are measured at fair value, plus, in the case of financial assets not
at fair value through profit or loss, directly attributable transaction costs.
Subsequent measurement
Debt instruments
Subsequent measurement of debt instruments depends on the Group’s business model for managing the asset and
the contractual cash flow characteristics of the asset. The three measurement categories for classification of debt
instruments are:-
(i) Amortised cost
Financial assets that are held for the collection of contractual cash flows where those cash flows represent solely
payments of principal and interest are measured at amortised cost. Financial assets are measured at amortised
cost using the effective interest method, less impairment. Gains and losses are recognised in profit or loss when
the assets are derecognised or impaired, and through amortisation process.
(ii) Fair value through other comprehensive income (‘FVOCI’)
Financial assets that are held for collection of contractual of cash flows and for selling the financial assets, where
the assets’ cash flows represent solely payments of principal and interest, are measured at FVOCI. Financial assets
measured at FVOCI are subsequently measured at fair value. Any gains or losses from changes in fair value of the
financial assets are recognised in other comprehensive income, except for impairment losses, foreign exchange gains
and losses and interest calculated using the effective interest method are recognised in profit or loss. The cumulative
gain or loss previously recognised in other comprehensive income is reclassified from equity to profit or loss as a
reclassification adjustment when the financial asset is de-recognised.
(iii) Fair value through profit or loss
Assets that do not meet the criteria for amortised cost or FVOCI are measured at fair value through profit or loss.
A gain or loss on a debt instruments that is subsequently measured at fair value through profit or loss and is not part
of a hedging relationship is recognised in profit or loss statement in the period in which it arises. Interest income from
these financial assets is included in the finance income.
Equity instruments
The Group subsequently measures all equity instruments at fair value. On initial recognition of an equity instruments that
is not held for trading, the Group may irrevocably elect to present subsequent changes in fair value in OCI. Dividends
from such investments are to be recognised in profit or loss when the Group’s right to receive payments is established.
Changes in fair value of financial assets at fair value through profit or loss are recognised in profit or loss.
Changes in fair value of financial assets at FVOCI are recognised in OCI.
Derivatives
Derivatives are initially recognised at fair value on the date a derivative contract is entered into and are subsequently
remeasured to their fair value at the end of each reporting period. Changes in fair value of derivatives are recognised in
profit or loss.

28 Olam International Limited Annual Report 2017


28 Annual Report 2017
2. Summary of significant accounting policies continued
2.13 Financial instruments continued
(a) Financial assets continued
Subsequent measurement continued
Impairment
The Group assesses on a forward looking basis the expected credit losses (‘ECL’) associated with its debt instrument
assets carried at amortised cost and FVOCI. For trade receivables only, the Group measures the loss allowance at an
amount equal to the lifetime expected credit losses.
Derecognition
A financial asset is derecognised when the contractual right to receive cash flows from the asset has expired.
On derecognition of a financial asset in its entirety, the difference between the carrying amount and the sum of the
consideration received and any cumulative gain or loss that had been recognised in other comprehensive income
is recognised in profit or loss.
(b) Financial liabilities
Initial recognition and measurement
Financial liabilities are recognised when, and only when, the Group becomes a party to the contractual provisions of the
financial instrument. The Group determines the classification of its financial liabilities at initial recognition.
All financial liabilities are recognised initially at fair value plus, in the case of financial liabilities not at fair value through
profit or loss, directly attributable transaction costs.
Subsequent measurement
After initial recognition, other financial liabilities are subsequently measured at amortised cost using the effective interest
method. Gains and losses are recognised in profit or loss when the liabilities are derecognised, and through the
amortisation process.
Derecognition
A financial liability is derecognised when the obligation under the liability is discharged or cancelled or expires. When an
existing financial liability is replaced by another from the same lender on substantially different terms, or the terms of an
existing liability are substantially modified, such an exchange or modification is treated as a derecognition of the original
liability and the recognition of a new liability and the difference in the respective carrying amounts are recognised in profit
or loss.
(c) Offsetting of financial instruments
Financial assets and financial liabilities are offset and the net amount is presented in the balance sheets, when and only
when, there is a currently enforceable legal right to set off the recognised amounts and there is an intention to settle on a
net basis, or to realise the assets and settle the liabilities simultaneously.
2.14 Cash and cash equivalents
Cash and cash equivalents comprise cash and bank balances and short-term fixed bank deposits that are subject to an
insignificant risk of changes in value. These also include bank overdrafts that form an integral part of the Group’s
cash management.
Cash and cash equivalents carried in the balance sheets are classified and accounted as measured at amortised cost under
FRS 109. The accounting policy for this category of financial assets is stated in Note 2.13.

olamgroup.com olamgroup.com 29
29
Notes to the Financial Statements continued
For the financial year ended 31 December 2017

2. Summary of significant accounting policies continued


2.15 Impairment of financial assets
Trade receivables
The Group measures the loss allowance for its trade receivables at an amount equal to lifetime expected credit losses, which
are the present value of the cash shortfalls over the expected life of the financial assets.
Other financial assets
Accordingly, other financial assets are classified as measured at amortised cost less expected impairment losses. The Group’s
other financial assets have contractual cash flows that are solely principal, and interest and the business model’s objective is to
hold these assets to collect contractual cash flows. Impairment allowances for other financial assets are determined based on
the 12-month expected credit loss model.
2.16 Inventories
Inventories principally comprise commodities held for trading and inventories that form part of the Group’s expected purchase,
sale or usage requirements.
Inventories for commodity trading businesses are measured at fair value less costs to sell, with changes in fair value less costs
to sell recognised in the profit or loss in the period of the change.
Inventories that form part of the Group’s expected purchase, sale or usage requirements are stated at the lower of cost and
net realisable value and are valued on a first-in-first-out basis or weighted average cost method, depending on the underlying
business activity. Net realisable value represents the estimated selling price in the ordinary course of business, less anticipated
cost of disposal and after making allowance for damages and slow-moving items.
For fruits on trees that are harvested, are stated at fair value less estimated point-of-sale costs at the time of harvest (the ‘initial
cost’). Thereafter these inventories are carried at the lower of initial cost and net realisable value.
Where necessary, allowance is provided for damaged, obsolete and slow-moving items to adjust the carrying value of
inventories to the lower of cost and net realisable value.
2.17 Borrowing costs
Borrowing costs are capitalised as part of the cost of a qualifying asset if they are directly attributable to the acquisition,
construction or production of that asset. Capitalisation of borrowing costs commences when the activities to prepare the
asset for its intended use or sale are in progress and the expenditures and borrowing costs are incurred. Borrowing costs are
capitalised until the assets are substantially completed for their intended use or sale. All other borrowing costs are expensed in
the period they occur. Borrowing costs consist of interest and other costs that an entity incurs in connection with the borrowing
of funds.
2.18 Provisions
Provisions are recognised when the Group has a present obligation (legal or constructive) as a result of a past event, it is
probable that an outflow of resources embodying economic benefits will be required to settle the obligation and the amount
of the obligation can be estimated reliably.
Provisions are reviewed at each balance sheet date and adjusted to reflect the current best estimates. If it is no longer probable
that an outflow of economic resources will be required to settle the obligation, the provision is reversed. If the effect of the time
value of money is material, provisions are discounted using a current pre-tax rate that reflects, where appropriate, the risks
specific to the liability. When discounting is used, the increase in the provision due to the passage of time is recognised as a
finance cost.

30 Olam International Limited Annual Report 2017


30 Annual Report 2017
2. Summary of significant accounting policies continued
2.19 Employee benefits
(a) Defined contribution plan
The Group participates in the national pension schemes as defined by the laws of countries in which it has operations. In
particular, the Singapore companies in the Group make contributions to the Central Provident Fund scheme in Singapore,
a defined contribution pension scheme. Contributions to defined contribution pension schemes are recognised as an
expense in the period in which the related service is performed.
(b) Employee leave entitlement
Employee entitlements to annual leave are recognised as a liability when they accrue to employees. A provision is made
for the estimated liability for leave as a result of services rendered by employees up to the balance sheet date.
(c) Employee share options scheme/share grant plan
Employees (including senior executives) of the Group receive remuneration in the form of share-based payment for
services rendered (‘equity-settled transactions’).
The cost of these equity-settled share-based payment transactions with employees is measured with reference to the fair
value at the date on which the share subscriptions/options are granted which takes into account market conditions and
non-vesting conditions.
This cost is recognised in the profit or loss, with a corresponding increase in the share-based compensation reserve,
over the vesting period. The cumulative expense recognised at each reporting date until the vesting date reflects the
extent to which the vesting period has expired and the Group’s best estimate of the number of options that will ultimately
vest. The charge or credit to the profit or loss for a period represents the movement in cumulative expense recognised as
at the beginning and end of that period and is recognised in employee benefits expense.
No expense is recognised for options that do not ultimately vest, except for options where vesting is conditional upon a
market condition or non-vesting condition, which are treated as vested irrespective of whether or not the market condition
or non-vesting condition is satisfied, provided that all other performance and/or service conditions are satisfied. In the case
where the option does not vest as the result of a failure to meet a non-vesting condition that is within the control of the Group
or the employee, it is accounted for as a cancellation. In such case, the amount of the compensation cost that otherwise
would be recognised over the remainder of the vesting period is recognised immediately in profit or loss upon cancellation.
In situations where equity instruments are issued and some or all of the goods or services received by the entity as
consideration cannot be specifically identified, the unidentified goods or services received (or to be received) are
measured as the difference between the fair value of the share-based payment and the fair value of any identifiable
goods or services received at the grant date. This is then capitalised or expensed as appropriate.
Where the terms of an equity-settled award are modified, an expense is recognised as if the terms had not been modified.
In addition, an expense is recognised for a modification, which increases the total fair value of the share-based payment
arrangement, or is otherwise beneficial to the employee as measured at the date of modification.
Where an equity-settled award is cancelled, it is treated as if it has vested on the date of cancellation, and any expense
not yet recognised for the award is recognised immediately. However, if a new award is substituted for the cancelled
award, and designated as a replacement award on the date that it is granted, the cancelled and new awards are treated
as if they were a modification of the original award, as described in the previous paragraph.

olamgroup.com olamgroup.com 31
31
Notes to the Financial Statements continued
For the financial year ended 31 December 2017

2. Summary of significant accounting policies continued


2.20 Leases
The determination of whether an arrangement is, or contains a lease is based on the substance of the arrangement at the
inception date: whether fulfilment of the arrangement is dependent on the use of a specific asset or assets or the arrangement
conveys a right to use the asset, even if that right is not explicitly specified in an arrangement.
(a) Operating lease
Operating lease payments are recognised as an expense in profit or loss on a straight-line basis over the lease term.
The aggregate benefit of incentives provided by the lessor is recognised as a reduction of rental expense over the lease
term on a straight-line basis.
(b) Finance lease
Finance leases, which transfer to the Group substantially all the risks and rewards incidental to ownership of the leased
item, are capitalised at the inception of the lease at the fair value of the leased asset or, if lower, at the present value of
the minimum lease payments. Any initial direct costs are also added to the amount capitalised. Lease payments are
apportioned between the finance charges and reduction of the lease liability so as to achieve a constant rate of interest
on the remaining balance of the liability. Finance charges are charged to profit or loss.
Capitalised leased assets are depreciated over the shorter of the estimated useful life of the asset and the lease term,
if there is no reasonable certainty that the Group will obtain ownership by the end of the lease term.
2.21 Revenue recognition
Revenue is recognised to the extent that it is probable that the economic benefits will flow to the Group and the revenue
can be reliably measured, regardless of when the payment is made. Revenue is measured at the fair value of consideration
received or receivable, excluding discounts, rebates and sales taxes or duty. The Group assesses its revenue arrangements
to determine if it is acting as principal or agent. The Group has concluded that it is acting as a principal in all of its revenue
arrangements. The following specific recognition criteria must be met before revenue is recognised:
(a) Sale of goods
Revenue from the sale of goods is recognised upon passage of title to the customer, which generally coincides with their
delivery and acceptance. Revenue is not recognised to the extent where there are significant uncertainties regarding
recovery of the consideration due, associated costs or the possible return of goods.
(b) Sale of services
Revenue from services rendered is recognised upon services performed.
(c) Interest income
Interest income is recognised using the effective interest method.
2.22 Government grants, export incentives and subsidies
Government grants, export incentives and subsidies are recognised at their fair values when there is reasonable assurance
that the grant will be received and all conditions attached will be complied with. When the grant relates to an expense item,
it is recognised in the profit or loss over the period necessary to match it on a systematic basis to the costs that it is intended
to compensate. When the grant relates to an asset, the fair value is recognised as deferred capital grant on the balance sheet
and is amortised to the profit or loss over the expected useful life of the relevant asset by equal annual instalments.
2.23 Taxes
(a) Current income tax
Current income tax assets and liabilities for the current and prior periods are measured at the amount expected to be
recovered from or paid to the taxation authorities. The tax rates and tax laws used to compute the amount are those that
are enacted or substantively enacted by the end of the reporting period, in the countries where the Group operates and
generates taxable income.
Current income taxes are recognised in profit or loss except to the extent that the tax relates to items recognised outside
profit or loss, either in other comprehensive income or directly in equity. Management periodically evaluates positions taken
in the tax returns with respect to situations in which applicable tax regulations are subject to interpretation and establishes
provisions where appropriate.

32 Olam International Limited Annual Report 2017


32 Annual Report 2017
2. Summary of significant accounting policies continued
2.23 Taxes continued
(b) Deferred tax
Deferred tax is provided using the liability method on temporary differences at the balance sheet date between the tax
bases of assets and liabilities and their carrying amounts for financial reporting purposes.
Deferred tax liabilities are recognised for all temporary differences, except:
• where the deferred tax liability arises from the initial recognition of goodwill or of an asset or liability in a transaction that
is not a business combination and, at the time of the transaction, affects neither the accounting profit nor taxable profit
or loss; and
• in respect of taxable temporary differences associated with investments in subsidiaries, associates and interests in joint
ventures, where the timing of the reversal of the temporary differences can be controlled and it is probable that the
temporary differences will not reverse in the foreseeable future.
Deferred tax assets are recognised for all deductible temporary differences, carryforward of unused tax credits and unused
tax losses, to the extent that it is probable that taxable profit will be available against which the deductible temporary
differences, and the carryforward of unused tax credits and unused tax losses can be utilised except:
• where the deferred tax asset relating to the deductible temporary difference arises from the initial recognition of an asset
or liability in a transaction that is not a business combination and, at the time of the transaction, affects neither the
accounting profit nor taxable profit or loss; and
• in respect of deductible temporary differences associated with investments in subsidiaries, associates and interests in
joint ventures, deferred tax assets are recognised only to the extent that it is probable that the temporary differences
will reverse in the foreseeable future and taxable profit will be available against which the temporary differences can
be utilised.
The carrying amount of deferred tax asset is reviewed at each balance sheet date and reduced to the extent that it is
no longer probable that sufficient taxable profit will be available to allow all or part of the deferred tax asset to be utilised.
Unrecognised deferred tax assets are reassessed at each balance sheet date and are recognised to the extent that it has
become probable that future taxable profit will allow the deferred tax asset to be utilised.
Deferred tax assets and liabilities are measured at the tax rates that are expected to apply to the year when the asset is
realised or the liability is settled, based on tax rates and tax laws that have been enacted or substantively enacted at the
balance sheet date.
Deferred tax relating to items recognised outside profit or loss is recognised outside profit or loss. Deferred tax items
are recognised in correlation to the underlying transaction either in other comprehensive income or directly in equity and
deferred tax arising from a business combination is adjusted against goodwill on acquisition.
Deferred tax assets and deferred tax liabilities are offset if a legally enforceable right exists to set off current income tax
assets against current income tax liabilities and the deferred taxes relate to the same taxable entity and the same
taxation authority.
Tax benefits acquired as part of a business combination, but not satisfying the criteria for separate recognition at that date,
would be recognised subsequently if new information about facts and circumstances changed. The adjustment would be
treated either as a reduction to goodwill (as long as it does not exceed goodwill) if incurred during the measurement period
or in profit or loss.
(c) Sales tax
Revenues, expenses and assets are recognised net of the amount of sales tax except:
• where the sales tax incurred on a purchase of assets or services is not recoverable from the taxation authority, in
which case the sales tax is recognised as part of the cost of acquisition of the assets or as part of the expense item
as applicable; and
• where receivables and payables are stated with the amount of sales tax included.
The net amount of sales tax recoverable from or payable to the taxation authority is included as part of receivables or
payables in the balance sheet.

olamgroup.com olamgroup.com 33
33
Notes to the Financial Statements continued
For the financial year ended 31 December 2017

2. Summary of significant accounting policies continued


2.24 Segment reporting
For management purposes, the Group is organised into operating segments based on their products and services, which are
independently managed by the respective segment managers responsible for the performance of the respective segments
under their charge.
The segment managers report directly to the management of the Company which regularly reviews the segment results in
order to allocate resources to the segments and to assess the segment performance. Additional disclosures on each of these
segments are shown in Note 38, including the factors used to identify the reportable segments and the measurement basis of
segment information.
2.25 Share capital and share issue expenses
Proceeds from issuance of ordinary shares net of directly attributable expenses are recognised as share capital in equity.
2.26 Treasury shares
The Group’s own equity instruments, which are reacquired (treasury shares) are recognised at cost (including directly
attributable expenses) and deducted from equity. No gain or loss is recognised in profit or loss on the purchase, sale, issue
or cancellation of the Group’s own equity instruments. Any difference between the carrying amount of treasury shares and the
consideration received, if reissued, is recognised directly in equity. Voting rights related to treasury shares are nullified for the
Group and no dividends are allocated to them respectively.
2.27 Perpetual capital securities
The perpetual capital securities do not have a maturity date and the Company is able to elect to defer making a distribution
subject to the term and conditions of the securities issue. The Company is considered to have no contractual obligation to make
principal repayments or distributions in respect of its perpetual capital securities issue. Accordingly, the perpetual capital
securities do not meet the definition for classification as financial liability and are presented within equity. Distributions are
treated as dividends which will be directly debited from equity. Incremental costs directly attributable to the issue of the
perpetual capital securities are deducted against the proceeds from the issue.
2.28 Contingencies
A contingent liability is:-
(a) a possible obligation that arises from past events and whose existence will be confirmed only by the occurrence or non-
occurrence of one or more uncertain future events not wholly within the control of the Group; or
(b) a present obligation that arises from past events but is not recognised because:
(i) It is not probable that an outflow of resources embodying economic benefits will be required to settle the obligation; or
(ii) The amount of the obligation cannot be measured with sufficient reliability.
A contingent asset is a possible asset that arises from past events and whose existence will be confirmed only by the
occurrence or non-occurrence of one or more uncertain future events not wholly within the control of the Group.
Contingent liabilities and assets are not recognised on the balance sheet of the Group, except for contingent liabilities
assumed in a business combination that are present obligations and for which the fair values can be reliably determined.
2.29 Derivative financial instruments and hedging activities
Derivative financial instruments include forward currency contracts, commodity futures, options, over-the-counter (‘OTC’)
structured products, commodity physical forwards, foreign currency swap and interest rate swap contracts. These are used
to manage the Group’s exposure to risks associated with foreign currency, commodity price and interest rate fluctuations.
Certain derivatives are also used for trading purposes. Such derivative financial instruments are initially recognised at fair
value on the date on which a derivative contract is entered into and are subsequently remeasured at fair value. Derivative
financial instruments are carried as assets when the fair value is positive and as liabilities when the fair value is negative.
The fair value of forward currency contracts and interest rate derivatives are calculated by reference to current forward
exchange rates and interest rates respectively for contracts with similar maturity profiles. The fair values of commodity futures,
options, OTC structured products and physical forwards are determined by reference to available market information and
market valuation methodology. Where the quoted market prices are not available, fair values are based on management’s
best estimates, which are arrived at by reference to market prices.

34 Olam International Limited Annual Report 2017


34 Annual Report 2017
2. Summary of significant accounting policies continued
2.29 Derivative financial instruments and hedging activities continued
Hedge accounting
The Group applies hedge accounting for certain hedging relationships which qualify for hedge accounting.
For the purpose of hedge accounting, hedges are classified as:-
• fair value hedges when hedging the exposure to changes in the fair value of a recognised asset or liability or an
unrecognised firm commitment; or
• cash flow hedges when hedging exposure to variability in cash flows that is either attributable to a particular risk associated
with a recognised asset or liability or a highly probable forecast transaction or the foreign currency risk in an unrecognised
firm commitment.
(a) Fair value hedges
Fair value hedge accounting is applied to hedge the Group’s exposure to changes in the fair value portion of such an asset
or liability or an identified portion of such an asset or liability that is attributable to a particular risk – commodity price risk that
could affect the profit and loss account. For fair value hedges, the carrying amount of the hedged item (inventories) is
adjusted for gains and losses attributable to the risk being hedged, the derivative (hedging instrument) is remeasured at
fair value, gains and losses from both are taken to the profit and loss account.
When inventories are designated as a hedged item, the subsequent cumulative change in the fair value of these inventories
attributable to the hedged commodity price risk is recognised as part of inventories with a corresponding gain or loss in
the profit and loss account. The hedging instrument is recorded at fair value as an asset or liability and the changes in the
fair value of the hedging instrument are also recognised in the profit and loss account.
The application of hedge accounting is discontinued in cases where the Group revokes the hedging relationship. Effective
from FRS 109, hedging relationships may not be voluntarily revoked unless there is a change in risk management objective.
Accordingly, in cases where a hedging relationship ceases to meet the hedge effectiveness requirement relating to the
hedge ratio but the risk management objective remains unchanged, the Group adjusts the hedging ratio to re-establish
the effectiveness of the hedging relationship. Furthermore, the Group discontinues the application of hedge accounting in
cases where there is a change in the risk management objective for the hedging relationship. The fair value adjustment
to the carrying amount of the hedged item arising from the hedged risk is expensed to profit and loss account from the
date on which the Company discontinues hedge accounting.
(b) Cash flow hedges
For each cash flow hedge relationship, the effective part of any gain or loss on the derivative financial instrument is
recognised directly in other comprehensive income. Amounts recognised as other comprehensive income are transferred
to profit or loss when the hedged transaction affects profit or loss. The ineffective part of any gain or loss is recognised
immediately in the profit and loss account at the time hedge effectiveness is tested.
When a cash flow hedge is discontinued, any cumulative gain or loss previously recognised in other comprehensive
income will remain in the cash flow hedge reserve until the future cash flows occur. If the hedged future cash flows no
longer expected to occur, the net cumulative gain or loss is immediately reclassified to profit and loss account.
2.30 Convertible bonds
When convertible bonds are issued, the total proceeds net of transaction costs are allocated to the debt component, the
fair value of derivative financial instruments component and the equity component, which are separately presented on the
balance sheet.
The debt component is recognised initially at its fair value, determined using a market interest rate for equivalent non-convertible
bonds. It is subsequently carried at amortised cost using the effective interest method until the debt is extinguished on
conversion or redemption of the bonds.
The derivative financial instruments component is determined by the fair value of the embedded derivatives on the date of
issue. The fair value is reassessed at every balance sheet date and the difference is recognised in the profit and loss account.
The balance after reducing the debt component and the fair value of the embedded derivatives component from the net
proceeds is presented as capital reserve under equity. The carrying amount of the equity component is not adjusted in
subsequent periods. When the conversion option is exercised, the carrying amount of the equity component will be transferred
to the share capital account. When the conversion option lapses, its carrying amount will be transferred to retained earnings.

olamgroup.com olamgroup.com 35
35
Notes to the Financial Statements continued
For the financial year ended 31 December 2017

2. Summary of significant accounting policies continued


2.31 Related parties
A related party is defined as follows:-
(a) A person or a close member of that person’s family is related to the Group and Company if that person:
(i) Has control or joint control over the Company;
(ii) Has significant influence over the Company; or
(iii) Is a member of the key management personnel of the Group or Company or of a parent of the Company.
(b) An entity is related to the Group and the Company if any of the following conditions applies:-
(i) The entity and the Company are members of the same group (which means that each parent, subsidiary and fellow
subsidiary is related to the others).
(ii) One entity is an associate or joint venture of the other entity (or an associate or joint venture of a member of a group of
which the other entity is a member).
(iii) Both entities are joint ventures of the same third party.
(iv) One entity is a joint venture of a third entity and the other entity is an associate of the third entity.
(v) The entity is a post-employment benefit plan for the benefit of employees of either the Company or an entity related to
the Company. If the Company is itself such a plan, the sponsoring employers are also related to the Company.
(vi) The entity is controlled or jointly controlled by a person identified in (a).
(vii) A person identified in (a) (i) has significant influence over the entity or is a member of the key management personnel
of the entity (or of a parent of the entity).

3. Significant accounting judgements and estimates


The preparation of the Group’s financial statements requires management to make judgements, estimates and assumptions
that affect the reported amounts of revenues, expenses, assets and liabilities, and the disclosure of contingent liabilities at the
reporting date. However, uncertainty about these assumptions and estimates could result in outcomes that could require a
material adjustment to the carrying amount of the asset or liability affected in future periods.
Key sources of estimation uncertainty
The key assumptions concerning the future and other key sources of estimating uncertainty as at the balance sheet date, that have
a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year, are
discussed below. The Group based its assumptions and estimates on parameters available when the financial statements were
prepared. Existing circumstances and assumptions about future developments, however, may change due to market changes or
circumstances arising beyond the control of the Group. Such changes are reflected in the assumptions when they occur.
(a) Impairment of goodwill and intangible assets with indefinite useful life
Management performs periodic reviews of goodwill, intangible assets with indefinite life for indication of impairment. The Group
estimates the value in use of the cash-generating units to which the goodwill and intangible asset with indefinite useful life is
allocated. Estimating the value in use requires the Group, with the help of independent professional valuers where applicable,
to make an estimate of the expected future cash flows from the cash-generating units and also to choose a suitable discount
rate in order to calculate the present value of those cash flows.
The impairment tests are sensitive to growth rates and discount rates. Changes in these assumptions may result in changes in
recoverable values. The carrying amount of the Group’s goodwill and indefinite life intangible assets at the balance sheet date is
disclosed in Note 11 to the financial statements.

36 Olam International Limited Annual Report 2017


36 Annual Report 2017
3. Significant accounting judgements and estimates continued
Key sources of estimation uncertainty continued
(b) Impairment of property, plant and equipment
An impairment exists when the carrying value of an asset exceeds its recoverable amount, which is the higher of its fair value
less costs to sell and its value in use. The fair value less costs to sell calculation is based on available data from binding sales
transactions in an arm’s length transaction of similar assets or observable market prices less incremental costs for disposing the
asset. The value in use calculation is based on a discounted cash flow model and requires the Group, with the help of
independent professional valuers where applicable, to make an estimate of the expected future cash flows from the cash-
generating units and also to choose a suitable discount rate in order to calculate the present value of those cash flows. The
carrying amount of the Group’s property, plant and equipment at the balance sheet date is disclosed in Note 10 to the financial
statements.
(c) Biological assets
The fair value of biological assets (other than annual crops and livestock) is estimated using the discounted cash flow model,
which requires the Group to make an estimate of the expected future cash flows from the biological assets and also to choose a
suitable discount rate in order to calculate the present value of those cash flows, which is referenced to professional valuations
or fair valued by independent professional valuers where significant. The valuation of these biological assets is particularly
sensitive to discount rates and they are disclosed in Note 12.
(d) Fair value of financial instruments
Where the fair values of financial instruments recorded on the balance sheet cannot be derived from active markets, they are
determined using valuation techniques including the discounted cash flow model. The inputs to these models are derived from
observable market data where possible, but where this is not feasible, a degree of judgement is required in establishing fair
values. The judgements include considerations of model inputs regarding forward prices, credit risk, volatility and counterparty
risk that are not supported by observable market data. Changes in assumptions about these factors could affect the reported
fair value of financial instruments. The valuation of financial instruments is described in more detail in Note 35.

4. Sale of goods and services


Group
2017 2016
$’000 $’000
Sale of goods 26,068,654 20,422,256
Sale of services 203,875 164,776
26,272,529 20,587,032

Revenue from sale of goods is stated net of discounts and returns. It excludes interest income, realised gains or losses on
derivatives and intra-group transactions.
Revenue from sale of services mainly represents ginning and toll processing income and freight charter income.

5. Other income
Other income included the following:-
Group
2017 2016
$’000 $’000
Gain on disposal of subsidiary (Note 13) 121,188 −
Gain on disposal of property, plant and equipment and intangible assets, net 1 29,205 −
Commissions and claims, sale of packaging materials, sales of scrap and others 57,138 47,265
207,531 47,265
1. Net gain on disposal of property, plant and equipment in the current financial year includes the gain on sale of USA orchards farmland amounting to $34,168,000 in a Revenue Tier Sharing
Arrangement where the Group will pay the buyer a share of the annual revenue from sale of harvests, while the Group continues to operate the orchards for the next 25 years.

olamgroup.com olamgroup.com 37
37
Notes to the Financial Statements continued
For the financial year ended 31 December 2017

6. Cost of goods sold


The significant portion of the cost of goods sold pertains to the purchase costs of inventories sold. There are other directly
attributable costs associated with cost of goods sold and these include:-
Group
2017 2016
$’000 $’000
Shipping, logistics, commission and claims (2,832,574) (2,682,495)
Foreign exchange on cost of goods sold 1 247,008 179,348
Gains on derivatives net of fair value changes 246,472 63,609
Inventories written down, net (Note 19) (30,718) (18,911)
Export incentives, subsidies and grant income received 2 27,789 51,384
1. Foreign exchange on cost of goods sold relate to foreign exchange movement arising between the time of purchase of goods and the time of sale of such goods.

2. Export incentives and subsidies relate to income from government agencies of various countries for the export of agricultural products.

7. Other expenses
Other expenses are stated after (charging)/crediting:-
Group
2017 2016
$’000 $’000
Employee benefits expenses (Note 30) (704,252) (617,887)
Gain on foreign exchange, net 31,518 21,566
Bank charges (74,416) (57,530)
Travelling expenses (67,867) (55,829)
Transaction costs incurred in business combinations − (3,257)
Impairment loss on financial assets:
• Trade receivables (Note 17) (41,207) (37,016)
• Advance payments to suppliers (Note 20) (2,704) (2,387)
Bad debts written back:
• Trade receivables 385 35,083
• Advance payments to suppliers 998 756
Auditor’s remuneration:
• Ernst & Young LLP, Singapore (1,518) (2,000)
• Other member firms of Ernst & Young Global (8,458) (6,606)
• Other auditors (920) (1,601)
Non-audit fees:
• Ernst & Young LLP, Singapore (776) (586)
• Other member firms of Ernst & Young Global (1,983) (137)
• Other auditors (629) (1,214)

38 Olam International Limited Annual Report 2017


38 Annual Report 2017
8. Finance costs
Finance costs include the following:-
Group
2017 2016
$’000 $’000
Interest expense:
• On bank overdrafts 36,670 44,390
• On bank loans 298,195 207,896
• On medium-term notes 204,154 174,899
• On bonds 25,950 40,213
• Others 37,249 35,419
602,218 502,817
Less: interest expense capitalised in:
• Property, plant and equipment and biological assets (71,040) (56,569)
531,178 446,248

Interest was capitalised to capital work-in-progress, plant and machinery, buildings and biological assets by various subsidiaries of
the Group at rates ranging from 5.50% to 7.50% (31 December 2016: from 5.00% to 7.50%) per annum.

olamgroup.com olamgroup.com 39
39
Notes to the Financial Statements continued
For the financial year ended 31 December 2017

9. Income tax
(a) Major components of income tax expense
Group
2017 2016
$’000 $’000
Profit and loss account
Current income tax:
• Singapore 81,210 29,493
• Foreign 73,742 54,218
Overprovision in respect of prior years (900) (1,527)
154,052 82,184
Deferred income tax:
• Singapore (9,311) (347)
• Foreign (65,493) 12,477
Income tax expense 79,248 94,314

Group
2017 2016
$’000 $’000
Statement of comprehensive income:
Deferred income tax related to items credited directly to other comprehensive income:
Net change in fair value adjustment reserves for derivative financial instruments designated
as hedging instruments in cash flow hedges (7,179) (1,457)
Deferred tax recorded in other comprehensive income (7,179) (1,457)

(b) Relationship between tax expense and accounting profit


A reconciliation of the statutory tax rate to the Group’s effective tax rate is as follows:-
Group
2017 2016
% %
Statutory tax rate 17.0 17.0
Tax effect of non-deductible expenses 2.3 5.7
Higher statutory tax rates of other countries 1 3.3 10.4
Tax effect on over provision in respect of prior years (0.3) (0.4)
Tax effect of income taxed at concessionary rate 2 (0.2) (0.2)
Tax effect on non-taxable/ exempt income 3 (6.2) (9.4)
Tax effect of jointly controlled entities/associates (1.8) (0.9)
Tax effect of deferred tax assets not recognised 2.1 6.7
Tax effect of others, net (3.6) (7.1)
12.6 21.8
1. The above reconciliation is prepared by aggregating separate reconciliations for each national jurisdiction.

2. The Company is an approved company under the Global Trader Programme (‘GTP’) of International Enterprise Singapore and Development and Expansion Incentive (‘DEI’) under the
International Headquarters (‘IHQ’) award of Singapore Economic Development Board. By virtue of this, the Company is entitled to a concessionary income tax rate of 5% for a period of 5
years from 1 July 2013 to 30 June 2018 on qualifying activities, products and income.

3. There are seven (31 December 2016: seven) subsidiaries within the Group that are taxed at the preferential tax rate of 0% (as opposed to the local headline/ statutory tax rates ranging from
20% to 35%) by the local tax authorities for periods ranging from 2 to 6 years, except one subsidiary which does not have an expiry date on preferential tax rate.

40 Olam International Limited Annual Report 2017


40 Annual Report 2017
9. Income tax continued
(c) Deferred income tax
Deferred tax assets and deferred tax liabilities are offset if a legally enforceable right exists to set off current income tax assets
against current income tax liabilities and the deferred taxes relate to the same taxable entity and the same taxation authority.
The amounts, after such offsets, are disclosed on the balance sheet as follows:-
Group Company
31 December 31 December 31 December 31 December
2017 2016 2017 2016
$’000 $’000 $’000 $’000
Deferred tax assets 95,871 95,735 – –
Deferred tax liabilities (416,991) (505,876) (6,662) (8,103)
Net deferred tax liabilities (321,120) (410,141) (6,662) (8,103)

Details of deferred tax assets and liabilities before offsetting is as follows:-


Group Company
Consolidated Consolidated profit
balance sheet and loss account Balance sheet
31 December 31 December 31 December 31 December
2017 2016 2017 2016 2017 2016
$’000 $’000 $’000 $’000 $’000 $’000
Deferred tax liabilities:
Property, plant and equipment and
intangible assets 140,415 207,620 (65,005) 39,267 626 680
Fair value adjustment on
business combinations 128,037 198,461 (28,409) (16,319) 1,417 9,634
Biological assets 69,895 63,814 3,373 (13,289) – –
Convertible bonds 446 483 – 323 446 483
Others – – (17,832) 13,695 – –
Gross deferred tax liabilities 338,793 470,378 2,489 10,797
Deferred tax assets:
Allowance for doubtful debts (1,040) (3,467) (1,658) (649) – 76
Inventories written down 589 76 (532) – 589 –
Revaluation of financial
instruments to fair value (9,264) 2,618 4,206 (2,420) (4,762) 2,618
Unabsorbed losses 7,884 43,912 31,053 (22,316) – –
Others 19,504 17,098 – 13,838 – –
Gross deferred tax assets 17,673 60,237 (4,173) 2,694
Net deferred tax liabilities (321,120) (410,141) (6,662) (8,103)
Deferred income tax (credit)/expense (74,804) 12,130

Unrecognised tax losses and capital allowances for which no deferred tax assets have been recognised
The Group has tax losses of $372,978,000 (31 December 2016: $320,957,000) and capital allowances of $93,864,000
(31 December 2016: $99,149,000) that are available for offset against future taxable profits of the companies in which the
losses arose for which no deferred tax asset has been recognised. The use of these tax losses is subject to the agreement
of the tax authorities and compliance with certain provisions of the tax legislation of the respective countries in which the
companies operate and there is no expiry date on the utilisation of such tax losses and capital allowances for offset against
future taxable profits, except for amounts of $284,965,000 (31 December 2016: $272,996,000) which will expire over financial
years 2018 to 2022.
Unrecognised temporary differences relating to investments in subsidiaries and jointly controlled entities
At the end of the financial years ended 31 December 2016 and 31 December 2017, there is no deferred tax liability that needs
to be recognised for taxes that would be payable on the undistributed earnings of certain of the Group’s subsidiaries and jointly
controlled entities as the Group has determined that if any undistributed earnings of its subsidiaries and jointly controlled entities
are distributed in the foreseeable future, there will be no material tax impact.
Such temporary differences for which no deferred tax liability has been recognised aggregate to $158,785,000 (31 December
2016: $163,009,000). The deferred tax liability is estimated to be $26,993,000 (31 December 2016: $27,711,000).
Tax consequences of proposed dividends
There are no income tax consequences attached to the dividends to the shareholders proposed by the Company but not
recognised as a liability in the financial statements in respect of the current and previous financial year (Note 27).

olamgroup.com olamgroup.com 41
41
Notes to the Financial Statements continued
For the financial year ended 31 December 2017

10. Property, plant and equipment


Leasehold land Plant and Capital work-in-
Freehold land and buildings machinery Other assets1 progress Bearer plants Total
Group $’000 $’000 $’000 $’000 $’000 $’000 $’000
Cost
As at 1 January 2016, as restated 452,979 1,537,418 2,044,734 270,091 332,266 1,039,816 5,677,304
Additions 13,146 96,630 81,504 34,206 312,137 214,170 751,793
Acquired through business
combination 58 186,215 181,611 4,685 76,489 2,607 451,665
Disposals (6,986) (19,395) (39,539) (8,512) (1,344) – (75,776)
Reclassification (23,616) 83,808 51,843 (14,402) (110,492) 12,859 –
Foreign currency translation
adjustments (12,927) (110,360) (141,105) (13,150) 27,063 23,803 (226,676)
As at 31 December 2016 and
1 January 2017 422,654 1,774,316 2,179,048 272,918 636,119 1,293,255 6,578,310
Additions 1,404 155,727 82,437 37,435 462,562 211,521 951,086
Disposals (121,996) (31,704) (23,867) (32,002) (2,552) – (212,121)
Reclassification 17,144 221,619 158,624 9,188 (430,587) 24,012 –
Disposal of ownership interest in
subsidiaries resulting in loss of
control (Note 13) – (7,672) (48,002) (903) (662) – (57,239)
Foreign currency translation
adjustments (26,228) (62,021) (124,037) 2,350 (11,065) 1,689 (219,312)
As at 31 December 2017 292,978 2,050,265 2,224,203 288,986 653,815 1,530,477 7,040,724
Accumulated depreciation
and impairment loss
As at 1 January 2016, as restated – 219,790 565,656 124,800 – 45,078 955,324
Charge for the year – 67,347 162,300 38,946 – 53,192 321,785
Disposals – (2,386) (14,068) (6,762) – – (23,216)
Reclassification – (8,055) 8,494 (439) – – –
Foreign currency translation
adjustments – (14,395) (27,683) (7,107) – 6,563 (42,622)
As at 31 December 2016 and
1 January 2017 – 262,301 694,699 149,438 – 104,833 1,211,271
Charge for the year – 83,158 158,366 45,420 – 60,101 347,045
Disposals – (14,708) (15,477) (28,253) – – (58,438)
Reclassification – 8,362 (9,377) 1,015 – – –
Disposal of ownership interest in
subsidiaries resulting in loss of
control (Note 13) – (3,781) (29,594) (715) – – (34,090)
Foreign currency translation
adjustments – (11,427) (37,094) 6,329 – (8,709) (50,901)
As at 31 December 2017 – 323,905 761,523 173,234 – 156,225 1,414,887
Net carrying value
As at 31 December 2017 292,978 1,726,360 1,462,680 115,752 653,815 1,374,252 5,625,837
As at 31 December 2016 422,654 1,512,015 1,484,349 123,480 636,119 1,188,422 5,367,039
1. Other assets comprise of motor vehicles, furniture and fittings, office equipment and computers.

42 Olam International Limited Annual Report 2017


42 Annual Report 2017
10. Property, plant and equipment continued
Plant and Furniture and Office
Buildings machinery Motor vehicles fittings equipment Computers Total
Company $’000 $’000 $’000 $’000 $’000 $’000 $’000
Cost
As at 1 January 2016 585 922 1,540 2,150 1,156 28,287 34,640
Additions – 11 – 4 – 185 200
Disposals – – (285) (8) (21) (17) (331)
Foreign currency translation
adjustments 12 19 20 42 22 571 686
As at 31 December 2016 and
1 January 2017 597 952 1,275 2,188 1,157 29,026 35,195
Additions – – – 7,284 700 1,320 9,304
Foreign currency translation
adjustments (45) (73) (97) (349) (106) (2,255) (2,925)
As at 31 December 2017 552 879 1,178 9,123 1,751 28,091 41,574
Accumulated depreciation
As at 1 January 2016 296 290 975 2,103 1,054 10,750 15,468
Charge for the year 49 128 166 16 33 6,461 6,853
Disposals – – (271) (8) (21) (13) (313)
Foreign currency translation
adjustments 9 11 15 42 21 508 606
As at 31 December 2016 and
1 January 2017 354 429 885 2,153 1,087 17,706 22,614
Charge for the year 49 105 141 743 92 6,465 7,595
Foreign currency translation
adjustments (28) (35) (71) (183) (86) (1,517) (1,920)
As at 31 December 2017 375 499 955 2,713 1,093 22,654 28,289
Net carrying value
As at 31 December 2017 177 380 223 6,410 658 5,437 13,285
As at 31 December 2016 243 523 390 35 70 11,320 12,581

The carrying amount of freehold land, leasehold buildings, plant and machinery and bearer plants of the Group held under financial
lease at the end of the reporting period was $81,072,000 (31 December 2016: $124,600,000). The Group’s land, buildings, plant
and machinery with a carrying amount of $230,053,000 (31 December 2016: $201,931,000) have been pledged to secure the
Group’s borrowings as set out in Note 24 to the financial statements.
Bearer plants consist of mature and immature almond orchards, coffee, cocoa, palm and rubber plantations.
The almond orchards and coffee plantations presently consist of trees aged between 1 and 28 years and 1 and 16 years
respectively (31 December 2016: 1 and 27 years and 1 and 15 years respectively). The cocoa plantations presently consist of
trees aged between 1 and 17 years (31 December 2016: 13 and 15 years).
Immature plantations mainly consist of almond, palm and rubber trees aged between 1 and 5 years amounting to $707,317,000
(31 December 2016: $509,965,000).
At the end of the financial year, the Group’s total planted area of plantations is approximately 96,786 (31 December 2016: 78,324)
hectares, excluding hectares for those commodities whose plantations are not managed by the Group.

olamgroup.com olamgroup.com 43
43
Notes to the Financial Statements continued
For the financial year ended 31 December 2017

11. Intangible assets


Customer Brands and Water Concession
Goodwill relationships trademarks1 Software Rights2 Rights3 Others4 Total
Group $’000 $’000 $’000 $’000 $’000 $’000 $’000 $’000
Cost
As at 1 January 2016, as restated 538,939 115,628 128,728 68,031 184,141 81,337 124,986 1,241,790
Acquired through business
combinations 139,022 17,650 24,144 − − − 13,064 193,880
Additions − − − 10,872 − − 814 11,686
Disposals − − − (1,973) − − (758) (2,731)
Foreign currency translation
adjustments 16,606 3,586 3,755 1,513 1,670 (486) 2,646 29,290
As at 31 December 2016 and
1 January 2017 694,567 136,864 156,627 78,443 185,811 80,851 140,752 1,473,915
Additions − − − 6,947 − − 216 7,163
Disposals − − − (797) − − (117) (914)
Re-classification − − − 176 − − (176) −
Foreign currency translation
adjustments (51,786) (10,351) (11,995) (5,557) 66 (738) (9,775) (90,136)
As at 31 December 2017 642,781 126,513 144,632 79,212 185,877 80,113 130,900 1,390,028
Accumulated amortisation
and impairment
As at 1 January 2016 4,512 33,636 − 30,153 − 35,899 23,251 127,451
Amortisation − 12,537 − 5,632 − 4,301 9,226 31,696
Disposals − − − (746) − − (570) (1,316)
Foreign currency translation
adjustments (789) 1,232 − 617 − 729 687 2,476
As at 31 December 2016 and
1 January 2017 3,723 47,405 − 35,656 − 40,929 32,594 160,307
Amortisation − 12,470 − 6,680 − 4,258 10,227 33,635
Disposals − − − (348) − − (113) (461)
Re-classification − − − 39 − − (39) −
Foreign currency translation
adjustments 198 (3,879) − (2,297) − (2,514) (2,244) (10,736)
As at 31 December 2017 3,921 55,996 − 39,730 − 42,673 40,425 182,745
Net carrying value
As at 31 December 2017 638,860 70,517 144,632 39,482 185,877 37,440 90,475 1,207,283
As at 31 December 2016 690,844 89,459 156,627 42,787 185,811 39,922 108,158 1,313,608
Average remaining amortisation
period (years) – 31 December 2017 – 1–14 – 1–10 – 9–19 1–48
Average remaining amortisation
period (years) – 31 December 2016 – 1–15 – 1–10 – 10–20 1–49

44 Olam International Limited Annual Report 2017


44 Annual Report 2017
11. Intangible assets continued
Brands and
Goodwill trademarks Software Others4 Total
Company $’000 $’000 $’000 $’000 $’000
Cost
As at 1 January 2016, as restated 147,327 897 35,001 52,660 235,885
Additions – – 10,295 443 10,738
Disposals – – (1,907) – (1,907)
Reclassification 44,837 – – 12,744 57,581
Foreign currency translation adjustments 18,324 18 1,079 5,444 24,865
As at 31 December 2016 and 1 January 2017 210,488 915 44,468 71,291 327,162
Additions – – 5,993 – 5,993
Disposals – – (726) – (726)
Foreign currency translation adjustments (16,120) (70) (3,536) (5,460) (25,186)
As at 31 December 2017 194,368 845 46,199 65,831 307,243
Accumulated amortisation
As at 1 January 2016 – – 9,911 7,123 17,034
Amortisation – – 3,211 2,494 5,705
Disposals – – (718) – (718)
Foreign currency translation adjustments – – 311 257 568
As at 31 December 2016 and 1 January 2017 – – 12,715 9,874 22,589
Amortisation – – 4,068 2,240 6,308
Disposals – – (322) – (322)
Foreign currency translation adjustments – – (1,067) (812) (1,879)
As at 31 December 2017 – – 15,394 11,302 26,696
Net carrying amount
As at 31 December 2017 194,368 845 30,805 54,529 280,547
As at 31 December 2016 210,488 915 31,753 61,417 304,573
Average remaining amortisation period (years)
– 31 December 2017 – – 1–10 2–48
– 31 December 2016 – – 1–10 3–49
1. Brands and trademarks include ‘Dona’, ‘OK Foods’ and ‘OK Sweets’ brands. The useful lives of the brands are estimated to be indefinite as management believes there is no foreseeable limit to the
period over which the brands are expected to generate net cash flows for the Group.

2. Water rights relate to perpetual access to share of water from a specified consumptive pool.

3. Concession rights consist of rights to harvest trees in designated areas. Amortisation is charged over the estimated useful life of the concession rights.

4. Others comprise land use rights, trade names, marketing agreements and non-compete fees. Land use rights relate to rights to land where the Group has acquired plantations. Amortisation is
charged over the estimated useful lives of the land use rights.

olamgroup.com olamgroup.com 45
45
Notes to the Financial Statements continued
For the financial year ended 31 December 2017

11. Intangible assets continued


Impairment testing of goodwill and other intangible assets
Goodwill and intangible assets with indefinite lives arising from business combinations have been allocated to the following
cash-generating units (‘CGU’), for impairment testing:-
Goodwill Brands and trademark Water rights
31 December 31 December 31 December 31 December 31 December 31 December
2017 2016 2017 2016 2017 2016
$’000 $’000 $’000 $’000 $’000 $’000

Olam Orchards Australia Pty Ltd – – – – 185,877 185,811


Cocoa Processing Business 231,835 251,062 – – – –
Quintessential Foods Nigeria Limited 74,748 80,947 – – – –
McCleskey Mills Inc. 74,671 80,864 – – – –
Universal Blanchers 66,193 71,684 – – – –
Brooks Peanuts Company 48,659 52,694 – – – –
Packaged Foods brands 31,494 34,108 120,164 130,130 – –
Caraway Nigeria Africa Limited
(Formerly known as ‘Ranona Limited’) 43,032 46,599 – – – –
Progida Group 12,499 13,535 – – – –
Acacia Investments Limited 11,600 12,562 23,648 25,608 – –
Olam Spices & Vegetables Ingredients 9,134 9,965 820 889 – –
Olam Food Ingredients Holdings UK
Limited 7,708 8,226 – – – –
Olam International – Brazilian Cotton
(Queensland Cotton Holdings) 5,880 6,367 – – – –
Olam Food Ingredients Spain, S.L. 5,839 6,323 – – – –
Dehydro Foods S.A.E. 4,697 5,086 – – – –
Queensland Cotton Holdings:
• Australian Cotton 5,023 5,021 – – – –
• Australian Pulses 1,438 1,437 – – – –
• USA Cotton 2,155 2,154 – – – –
Hemarus Industries Limited 1,517 1,410 – – – –
Usicam S.A. 738 800 – – – –
638,860 690,844 144,632 156,627 185,877 185,811

46 Olam International Limited Annual Report 2017


46 Annual Report 2017
11. Intangible assets continued
Impairment testing of goodwill and other intangible assets continued
The recoverable amounts of the CGUs have been determined based on value in use calculations using cash flow projections from
financial budgets approved by management covering a five year period. The discount rates applied to the cash flow projections and
the forecasted growth rates used to extrapolate cash flows beyond the five year period are as follows:-
Growth rates Discount rates
31 December 31 December 31 December 31 December
2017 2016 2017 2016
% % % %
Olam Orchards Australia Pty Ltd – – 13.00 13.00
Cocoa Processing Business 2.00 2.00 10.00 10.00
Quintessential Foods Nigeria Limited – – 11.40 11.40
McCleskey Mills Inc. 1.50 1.50 14.00 14.00
Universal Blanchers 2.00 2.00 10.00 10.00
Brooks Peanuts Company 1.50 1.50 10.00 10.00
Packaged Foods brands 3.00 3.00 12.50 12.50
Caraway Nigeria Africa Limited
(Formerly known as ‘Ranona Limited’) 3.00 3.00 12.50 12.50
Progida Group 2.00 2.00 12.50 12.50
Acacia Investment Limited 3.00 3.00 17.70 17.70
Olam Spices & Vegetables Ingredients 2.00 2.00 12.00 12.00
Olam Food Ingredients Holdings UK Limited – – 12.50 12.50
Olam International – Brazilian Cotton (Queensland Cotton Holdings) 2.00 2.00 13.00 13.00
Olam Food Ingredients Spain, S.L. – – 12.00 12.00
Dehydro Foods S.A.E. 2.00 2.00 12.90 12.90
Queensland Cotton Holdings 1 – – 13.00 13.00
Hemarus Industries Limited – – 11.50 11.50
Usicam S.A. 2.00 2.00 12.00 12.00
1. The growth rates and discount rates used are the same for all CGUs relating to Queensland Cotton Holdings.

The calculations of value in use for the CGUs are most sensitive to the following assumptions:-
Budgeted gross margins – Gross margins are based on average values achieved at prevailing market conditions at the start of the
budget period.
Growth rates – The growth rates indicated are as estimated by the management based on published industry research and do not
exceed the long-term average growth rate for the industries relevant to the CGUs.
Discount rates – Discount rates reflect management’s estimate of risks specific to each CGU. This is the benchmark used by
management to assess operating performance and to evaluate future investment proposals.

olamgroup.com olamgroup.com 47
47
Notes to the Financial Statements continued
For the financial year ended 31 December 2017

12. Biological assets


Fruits on trees and
annual crops Livestock Total
Group $’000 $’000 $’000

As at 1 January 2016, as restated 227,590 108,556 336,146


Net additions/(reductions) 41,687 (52,351) (10,664)
Capitalisation of expenses 32,029 62,637 94,666
Net change in fair value less estimated costs to sell 18,160 (4,019) 14,141
Foreign currency translation adjustments 4,733 11,542 16,275
As at 31 December 2016 and 1 January 2017 324,199 126,365 450,564
Net reductions (30,398) (53,214) (83,612)
Capitalisation of expenses 64,453 70,180 134,633
Net change in fair value less estimated costs to sell (22,668) 7,418 (15,250)
Foreign currency translation adjustments (7,171) (7,508) (14,679)
As at 31 December 2017 328,415 143,241 471,656

Fruits on trees and annual crops


During the financial year, the Group harvested approximately 43,429 metric tonnes (31 December 2016: 44,071 metric tonnes)
of almonds, which had a fair value less estimated point-of-sale costs of approximately $262,904,000 (31 December 2016:
$463,805,000). The fair value of almonds was determined with reference to the market prices at the date of harvest.
Annual crops consist of various commodities such as cotton, onions, tomatoes and other vegetables, rice and grains. For cotton,
onions, tomatoes and other vegetables, the Group provides seeds to farmers to sow and grow while for rice and grains, the Group
manages its own farms. For annual crops where seeds are provided, the farmers take all the harvest risks and bear all the farming
costs. However, the Group has the first right to buy the produce from these farmers, when these annual crops are harvested.
At the end of the financial year, the Group’s total planted area of annual crops is approximately 99,310 (31 December 2016:
111,712) hectares, excluding for those commodities where farms are not managed by the Group.
Fair value determination
The fair value of fruits on trees is estimated with reference to an independent professional valuation using the present value of
expected net cash flows from the biological assets.
The following table shows the key inputs used:-

Key inputs Inter-relationship between key inputs and fair value measurement
Discount rates of 14.6% (31 December 2016: 15.0%) per annum The estimated fair value increases as the estimated discount
rate per annum decreases, and vice versa.
Market prices approximating $9,993 (31 December 2016: $9,500) The estimated fair value increases as the respective inputs
per metric tonne increase, and vice versa.

The annual crops have been valued using adjusted cost, based on the estimate of the yield and cost of the crop at harvest
discounted for the remaining time to harvest, which approximates fair value.
Livestock
Livestock relates mainly to dairy cattle in Uruguay and Russia. At the end of the financial year, the Group held 42,297 (31 December
2016: 32,290) cows, which are able to produce milk (mature assets) and 38,321 (31 December 2016: 39,579) heifers and calves,
being raised to produce milk in the future (immature assets). The cows produced 245 million litres (31 December 2016: 166 million
litres) of milk with a fair value less estimated point-of-sale costs of $146,978,000 (31 December 2016: $94,051,000) during the
financial year.
Fair value determination
The fair value of livestock is determined based on valuations by an independent professional valuer using market prices ranging
from $69 to $5,132 (31 December 2016: $69 to $3,796) of livestock of similar age, breed and generic merit.
Financial risk management strategies related to agricultural activities
The Group is exposed to financial risk in respect of agricultural activity. The agricultural activity of the Group consists of the
management of biological assets to produce marketable output. The primary financial risk associated with this activity occurs
due to the length of time between expending cash on the purchase or planting and maintenance of biological assets and on
harvesting and ultimately receiving cash from the sale of the marketable output. The Group plans for cash flow requirements for
such activities and manages its debt and equity portfolio actively.

48 Olam International Limited Annual Report 2017


48 Annual Report 2017
13. Subsidiary companies
Company
31 December 31 December
2017 2016
$’000 $’000

Unquoted equity shares at cost 4,982,916 3,101,835


Less: Impairment loss (16,130) (16,130)
Foreign currency translation adjustments 7,380 314,602
4,974,166 3,400,307
Loans to subsidiary companies 1,069,345 2,150,153
6,043,511 5,550,460

Loans to subsidiary companies denominated in currencies other than functional currency of the Company are as follows:-
Company
31 December 31 December
2017 2016
$’000 $’000
Euro 96,945 513,596

No impairment has been recognised in both current and previous financial year on the investment in the subsidiaries as the carrying
amount exceeds the fair value based on the net asset value of the subsidiaries.
Loans to subsidiary companies are unsecured and are not repayable within the next 12 months. The loans are non-interest
bearing, except for amounts of $74,131,000 (31 December 2016: $722,690,000) which bear interest ranging from 3.3% to 7.0%
(31 December 2016: 1.0% to 7.5%) per annum.
The Group did not have any material non-controlling interests as at the balance sheet dates.
Composition of the Group
Details of significant subsidiary companies are as follows:-
Effective percentage of
equity held by the Group
31 December 31 December
2017 2016
Name of company Country of incorporation Principal activities % %
Olam Ghana Limited 1 Ghana (a) 100 100
Olam Ivoire SA 1 Ivory Coast (a) 100 100
Olam Nigeria Limited 1 Nigeria (a) 100 100
Outspan Ivoire SA 1 Ivory Coast (a) 100 100
Olam Moçambique, Limitada 1 Mozambique (a) 100 100
Olam Vietnam Limited 1 Vietnam (a) 100 100
Olam South Africa (Proprietary) Limited 1 South Africa (a) 100 100
Olam Brasil Ltda 1 Brazil (a) 100 100
Olam Europe Limited 1 United Kingdom (a) 100 100
PT Olam Indonesia 1 Indonesia (a) 100 100
Olam Agricola Ltda.1 Brazil (a) 100 100
Olam Argentina S.A.1 Argentina (a) 100 100
Café Outspan Vietnam Limited 1 Vietnam (a) 100 100
LLC Outspan International 1 Russia (a) 100 100
Olam Enterprises India Private Limited 1 India (a) 100 100
Crown Flour Mills Limited 1 Nigeria (a) 100 100
Olam Orchards Australia Pty Ltd 1 Australia (a) & (c) 100 100
tt Timber International AG 2 Switzerland (a) & (b) 100 100
Congolaise Industrielle des Bois SA 1 Republic of Congo (a) 100 100
NZ Farming Systems Uruguay Limited 1 New Zealand (a), (b) & (c) 100 100

olamgroup.com olamgroup.com 49
49
Notes to the Financial Statements continued
For the financial year ended 31 December 2017

13. Subsidiary companies continued


Composition of the Group continued
Details of significant subsidiary companies are as follows:-
Effective percentage of equity held
by the Group
31 December 31 December
2017 2016
Name of company Country of incorporation Principal activities % %
Caraway Pte Ltd 1 Singapore (a) 75 75
OK Foods Limited 1 Nigeria (a) & (b) 75 75
Caraway Nigeria Africa Limited 1 Nigeria
(Formerly known as ‘Ranona Limited’) (a) 75 75
Nutrifoods Ghana Limited 1 Ghana (a) 75 75
Olam Sanyo Foods Limited 1 Nigeria (a) 75 75
Olam Cocoa Processing Cote d’Ivoire 1 Ivory Coast (a) 100 100
Seda Outspan Iberia S.L.1 Spain (a) 100 100
Dehydro Foods S.A.E.1 Egypt (a) 100 100
Queensland Cotton Holdings Pty Ltd 1 Australia (a) & (b) 100 100
Olam Holdings Inc 1 The United States of
(Formerly known as ‘Olam Holdings Partnership’) America (a), (b) & (c) 100 100
Progida Tarim Űrűnleri Sanayi ve Ticaret A.Ş.1 Turkey (a) 100 100
Progida Pazarlama A.Ş.1 Turkey (a) 100 100
LLC Russian Dairy Company 1 Russia (c) 93 93
Gabon Fertilizer Company SA 1 Gabon (a) 80 80
Olam Palm Gabon SA 1 Gabon (a) & (c) 60 60
Olam Rubber Gabon SA 1 Gabon (a) & (c) 60 60
Olam Cam SA 1 Cameroon (a) 100 100
Panasia International FZCO 2 United Arab Emirates (a) 100 100
Olam International UK Limited 2 United Kingdom (b) 100 100
Olam Cocoa Processing Ghana Limited 2 Ghana (a) 100 100
Olam Cocoa Ivoire SA 2 Ivory Coast (a) 100 100
Olam Cocoa B.V. 2 Netherlands (a) 100 100
Olam Cocoa Deutschland GmbH 2 Germany (a) 100 100
Olam Suisse Sarl 1 Switzerland (a) 100 100
Olam Cocoa Pte Limited 2 Singapore (a) 100 100
Acacia Investment Limited 3 United Arab Emirates (b) 100 100
Fasorel Sarl 2 Mozambique (a) 100 100
Quintessential Foods Nigeria Limited 1 Nigeria (a) 100 100
Olam Holdings B.V. 2 Netherlands (b) 100 100
(a) Sourcing, processing, packaging and merchandising of agricultural products and inputs.

(b) Investment holding.

(c) Agricultural operations.

1. Audited by member firms of Ernst & Young Global.

2. Audited by other Certified Public Accounting (‘CPA’) firms.

3. No statutory audit is required.

50 Olam International Limited Annual Report 2017


50 Annual Report 2017
13. Subsidiary companies continued
Disposal of ownership interest in a subsidiary resulting in loss of control
Far East Agri Pte Ltd
On 21 December 2017, the Company completed the sale of 50% stake in Far East Agri Pte Ltd (which holds 100% of PT
Dharmapala Usaha Sukses in Indonesia), collectively known as “FEA group” to a third party. The cash consideration is
$137,010,000, of which $20,552,000 is deferred; resulting in a net cash inflow on disposal of subsidiary of $113,539,000 recorded
in the consolidated cash flow statement.
The net assets derecognised on disposal and together with the fair value of retained interest has resulted in a gain on disposal of
$121,188,000 which has been recorded in ‘Other Income’ in profit and loss account (Note 5). Upon the sale, FEA Group ceased to
be a subsidiary of the Company and has been classified as a jointly-controlled entity (Note 14(a)).
The value of assets and liabilities recorded in the consolidated financial statements as at 21 December 2017 that was disposed is
as follows:-
$’000

Property, plant and equipment (Note 10) 23,149


Non-current assets 29,244
Current assets 99,145
Cash and bank balances 2,919
154,457

Current liabilities 60,704


Non-current liabilities 43,044
103,748

Net assets 50,709

olamgroup.com olamgroup.com 51
51
Notes to the Financial Statements continued
For the financial year ended 31 December 2017

14. Investments in jointly controlled entities and associates


Group Company
31 December 31 December 31 December 31 December
2017 2016 2017 2016
$’000 $’000 $’000 $’000
Jointly controlled entities (Note 14(a)) 281,001 247,748 198,815 124,256
Associates (Note 14(b)) 789,939 642,090 581,742 600,570
1,070,940 889,838 780,557 724,826

(a) Investments in jointly controlled entities


Group Company
31 December 31 December 31 December 31 December
2017 2016 2017 2016
$’000 $’000 $’000 $’000
Unquoted equity shares at cost 1 57,818 1,551 45,936 –
Share of post-acquisition reserves 63,830 102,376 – –
Loans to jointly controlled entities 2 154,022 124,256 154,022 124,256
Foreign currency translation adjustments 5,331 19,565 (1,143) –
281,001 247,748 198,815 124,256
1. In the current financial year, the Group had divested 50% stake in Far East Agri Pte Ltd and its subsidiary and is now accounted for as a jointly controlled entity (Note 13).

2. Loans to jointly controlled entities are unsecured, not expected to be repayable within the next 12 months and are interest free, except for loan balances amounting to $39,277,000
(31 December 2016: $Nil) that bears interest ranging from 3.25% to 4.00% (31 December 2016: Nil).

As of 31 December 2016 and 31 December 2017, no jointly controlled entity was individually material to the Group. However,
list of key jointly controlled entities among all the immaterial jointly controlled entities of the Group at the end of financial year are
as follows:-
Percentage of equity held
31 December 31 December
2017 2016
Name of company Country of incorporation Principal activities % %
Held by the Company
Nauvu Investments Pte Ltd 1 Singapore Sourcing, 50 50
processing and
trading of
agricultural
commodities and
technical
services
Far East Agri Pte Ltd 2 Singapore Processing and 50 –
trading of
agricultural
commodities
1. Audited by Ernst & Young LLP, Singapore.

2. Audited by member firms of Ernst & Young Global.

52 Olam International Limited Annual Report 2017


52 Annual Report 2017
14. Investments in jointly controlled entities and associates continued
(a) Investments in jointly controlled entities continued
The summarised financial information in respect of the jointly controlled entities, based on its FRS financial statements and
reconciliation with the carrying amount of the investments in the combined financial statements are as follows:-
Group
31 December 31 December
2017 2016
$’000 $’000
Summarised balance sheet
Non-current assets 414,953 563,044
Current assets 115,238 62,261
Total assets 530,191 625,305

Non-current liabilities 262,479 368,685


Current liabilities 51,460 7,387
Total liabilities 313,939 376,072

Net assets 216,252 249,233


Proportion of the Group’s ownership:
Group’s share of net assets 106,910 123,492
Goodwill on acquisition 20,069 –
Loan to jointly-controlled entities 154,022 124,256
Carrying amount of the investments 281,001 247,748

Summarised statement of comprehensive income


Revenue 21,167 13,535
Profit after tax 455 10,026
Total comprehensive income 455 10,026

olamgroup.com olamgroup.com 53
53
Notes to the Financial Statements continued
For the financial year ended 31 December 2017

14. Investments in jointly controlled entities and associates continued


(b) Investments in associates
Group Company
31 December 31 December 31 December 31 December
2017 2016 2017 2016
$’000 $’000 $’000 $’000
Unquoted equity shares at cost 328,957 350,714 373,962 373,424
Share of post-acquisition reserves 214,353 42,797 – –
Loans to associates 1 289,927 258,794 263,682 256,683
Less: Impairment loss (35,596) (35,596) (35,596) (35,596)
Foreign currency translation adjustments (7,702) 25,381 (20,306) 6,059
789,939 642,090 581,742 600,570
1. Loans to associates are unsecured, not expected to be repayable within the next 12 months and are interest-free except for an amount of $265,073,000 (31 December 2016: $256,683,000)
that bears interest of 7.50% (31 December 2016: 5.00% to 7.50%) per annum.

As of 31 December 2016 and 31 December 2017, no associate was individually material to the Group. However, list of key
associates among all the immaterial associates of the Group at the end of financial year are as follows:-
Percentage of equity held
31 December 31 December
Country of 2017 2016
Name of company incorporation Principal activities % %
Held by the Company
Gabon Special Economic Zone SA 1 Gabon Infrastructure 40.49 40.49
development
Open Country Dairy Limited 2 New Zealand Processing 15.19 15.19
and trading of
agricultural
commodities
1. Audited by member firms of Ernst & Young Global.

2. Audited by other CPA firms.

Management has assessed and is satisfied that the Group retains significant influence over Open Country Dairy Limited as
the Group continues to hold positions in the Board of Directors of the entity and actively participates in all board meetings.
The summarised financial information in respect of the material associates based on its FRS financial statements and
reconciliation with the carrying amount of the investment in the combined financial statements are as follows:-
Group
31 December 31 December
2017 2016
$’000 $’000
Summarised balance sheet
Non-current assets 1,727,544 1,335,418
Current assets 1,238,213 1,026,082
Total assets 2,965,757 2,361,500

Non-current liabilities 645,563 838,299


Current liabilities 814,339 377,695
Total liabilities 1,459,902 1,215,994

Net assets 1,505,855 1,145,506


Proportion of the Group’s ownership:
Group’s share of net assets 511,797 364,688
Goodwill on acquisition 14,461 18,608
Loan to associates 263,682 258,794
Carrying amount of the investments 789,940 642,090

Summarised statement of comprehensive income


Revenue 1,908,573 1,072,362
Profit after tax 179,916 87,785
Other comprehensive income 37,780 (19,616)
Total comprehensive income 217,696 68,169

54 Olam International Limited Annual Report 2017


54 Annual Report 2017
15. Long-term investments
Group Company
31 December 31 December 31 December 31 December
2017 2016 2017 2016
$’000 $’000 $’000 $’000
Quoted equity shares 257,519 136,321 257,519 136,321
Unquoted equity shares − 12,171 − −
257,519 148,492 257,519 136,321

The Group’s investment in quoted equity shares relates to a 18.56% (31 December 2016: 18.56%) investment in PureCircle Limited
(‘PureCircle’). Management has assessed and is of the view that the Group does not retain significant influence over PureCircle and
is accounted for as fair value through other comprehensive income. The investment in unquoted equity shares relates to a 20%
investment in Olam Grains Australia Pty Ltd which was disposed in the current financial year.

16. Amounts due from subsidiary companies


Company
31 December 31 December
2017 2016
$’000 $’000
Trade receivables 1,906,156 1,886,313
Loans to subsidiaries 1,877,382 1,790,805
Non-trade payables (1,857,122) (93,970)
1,926,416 3,583,148

Loans to subsidiaries include amounts totalling $1,112,709,000 (31 December 2016: $1,479,030,000) which are unsecured and
bear interest ranging from 2.00% to 7.50% (31 December 2016: 0.60% to 7.50%) per annum, repayable on demand and are to be
settled in cash. The remaining amounts are non-interest bearing, unsecured, repayable on demand and are to be settled in cash.
The other amounts are non-interest bearing, unsecured, subject to trade terms or repayable on demand, and are to be settled
in cash.
Amounts due from subsidiary companies denominated in currencies other than functional currency of the Company are as follows:-
Company
31 December 31 December
2017 2016
$’000 $’000
Euro 1,200,445 1,504,480
Indian Rupee 1,275,453 877,662
Great Britain Pounds 154,531 508,675
Australian Dollar (1,892,055) (2,227)
Amounts due from subsidiary companies are stated after deducting impairment loss:
• Trade 7,792 8,261
• Non-trade 22,630 24,506
30,422 32,767

olamgroup.com olamgroup.com 55
55
Notes to the Financial Statements continued
For the financial year ended 31 December 2017

17. Trade receivables


Group Company
31 December 31 December 31 December 31 December
2017 2016 2017 2016
$’000 $’000 $’000 $’000
Trade receivables 1,635,078 1,407,854 963,987 385,144
Indirect tax receivables 266,847 248,603 1,605 476
1,901,925 1,656,457 965,592 385,620

Trade receivables are non-interest bearing and are subject to trade terms of 30 to 60 days’ terms. They are recognised at their
original invoice amounts, which represent their fair values on initial recognition. Indirect tax receivables comprise goods and
services, value-added taxes and other indirect forms of taxes.
Trade receivables denominated in currencies other than functional currencies of Group companies are as follows:-
Group Company
31 December 31 December 31 December 31 December
2017 2016 2017 2016
$’000 $’000 $’000 $’000
Euro 298,090 24,619 278,043 12,337
United States Dollar 144,301 165,922 – –
Great Britain Pounds 56,791 87,844 36,734 –

Trade receivables include amounts of $8,559,000, $21,836,000 and $Nil (31 December 2016: $295,000, $Nil and $2,318,000) due
from associates, a jointly controlled entity and a shareholder related company, respectively.
The expected credit loss provision as at 31 December 2017 is determined as follows:-
Group Company
31 December 31 December 31 December 31 December
2017 2016 2017 2016
$’000 $’000 $’000 $’000
Trade receivables measured at amortised cost 1,716,289 1,458,774 1,014,215 414,387
Less: Lifetime expected credit loss for trade receivables (81,211) (50,920) (50,228) (29,243)
Total trade receivables measured at amortised cost 1,635,078 1,407,854 963,987 385,144

Movement in allowance accounts:-


As at beginning of year 50,920 60,721 29,243 42,440
Charge for the year 41,207 37,016 23,818 27,972
Written off (6,102) (542) – –
Written back (1,272) (44,319) – (41,405)
Foreign currency translation adjustments (3,542) (1,956) (2,833) 236
As at end of year 81,211 50,920 50,228 29,243

Receivables that are past due but not impaired


The analysis of the Group and Company’s ageing for receivables that are past due but not impaired is as follows:-
Group Company
31 December 31 December 31 December 31 December
2017 2016 2017 2016
$’000 $’000 $’000 $’000
Trade receivables past due but not impaired:-
Less than 30 days 384,032 346,694 145,240 56,932
30 to 60 days 125,057 194,829 31,091 9,584
61 to 90 days 75,642 38,006 47,148 10,832
91 to 120 days 69,142 20,578 19,771 813
121 to 180 days 18,090 8,459 5,288 1,880
More than 180 days 39,079 39,961 22,787 6,234
Total trade receivables measured at amortised cost 711,042 648,527 271,325 86,275

56 Olam International Limited Annual Report 2017


56 Annual Report 2017
18. Margin accounts with brokers
Margin accounts are maintained with recognised futures dealers and brokers for trades done on the futures exchanges. These
margin accounts move in relation to trades done on futures, variation margins required and prices of the commodities traded.
These amounts reflect the payments made to futures dealers as initial and variation margins depending on the volume of trades
done and price movements.
Group Company
31 December 31 December 31 December 31 December
2017 2016 2017 2016
$’000 $’000 $’000 $’000
Margin deposits with brokers 583,925 1,037,352 488,250 970,574
Amounts due to brokers (184,245) (872,394) (183,388) (817,030)
399,680 164,958 304,862 153,544

19. Inventories
Group Company
31 December 31 December 31 December 31 December
2017 2016 2017 2016
$’000 $’000 $’000 $’000
Balance sheets:
Commodity inventories at fair value 4,096,968 5,365,835 1,267,257 1,038,380
Commodity inventories at the lower of cost and net realisable value 1,947,713 2,048,476 137,743 106,606
6,044,681 7,414,311 1,405,000 1,144,986
Profit and loss account:
Inventories recognised as an expense in cost of goods sold inclusive
of the following (charge)/credit (21,442,547) (15,940,068) (17,535,130) (11,875,179)
• Inventories written down (46,757) (38,664) (25,397) (11,435)
• Reversal of write-down of inventories 1 16,039 19,754 11,321 10,366
1. The reversal of write-down of inventories is made when the related inventories are sold above their carrying amounts.

20. Advance payments to suppliers/subsidiary companies


Group Company
31 December 31 December 31 December 31 December
2017 2016 2017 2016
$’000 $’000 $’000 $’000
Third parties 743,516 880,602 116,243 142,456
Subsidiary companies – – 852,001 2,196,193
743,516 880,602 968,244 2,338,649

These represent advance payments to suppliers and subsidiary companies for procurement of physical commodities.
Advance payments to suppliers and subsidiary companies denominated in currencies other than functional currencies of Group
companies are as follows:-
Group Company
31 December 31 December 31 December 31 December
2017 2016 2017 2016
$’000 $’000 $’000 $’000
United States Dollar 37,193 67,803 – –
Euro 36,968 30,269 455,950 613,857
Great Britain Pounds 126 168 582 62,596

olamgroup.com olamgroup.com 57
57
Notes to the Financial Statements continued
For the financial year ended 31 December 2017

20. Advance payments to suppliers/subsidiary companies continued


Advance payments to subsidiary companies are stated after deducting allowance for doubtful debts of $40,773,000 (31 December
2016: $43,483,000).
Advance payments to suppliers (third parties) for the Group and Company are stated after deducting allowance for doubtful
debts of $11,423,000 and $769,000 (31 December 2016: $12,450,000 and $472,000) respectively.
The movement in the allowance accounts for advance payment to suppliers is as follows:-
Group Company
31 December 31 December 31 December 31 December
2017 2016 2017 2016
$’000 $’000 $’000 $’000
Movement in allowance accounts:-
As at beginning of year 12,450 17,337 472 6,561
Charge for the year 2,704 2,387 354 452
Written off (2,093) (7,285) (13) (5,956)
Written back (998) (756) − (446)
Foreign currency translation adjustments (640) 767 (44) (139)
As at end of year 11,423 12,450 769 472

21. Other current/non-current assets


Group Company
31 December 31 December 31 December 31 December
2017 2016 2017 2016
$’000 $’000 $’000 $’000
Current:
Sundry receivables 1 216,485 362,123 21,172 1,189
Export incentives and subsidies receivable 2 70,479 69,983 − −
Amounts due from jointly-controlled entity, associates and
a shareholder related company 64,295 29,425 20,046 23,314
Deposits 61,168 59,772 2,121 2,565
Option premium receivable 5,843 3,632 4,798 3,632
Staff advances 3 9,466 8,182 369 492
Insurance receivables 4 17,679 32,493 6,858 3,548
Short-term investment 11,600 4,478 − −
457,015 570,088 55,364 34,740
Prepayments 5 317,291 356,819 112,697 116,376
Advance corporate tax paid 67,351 35,633 − −
Taxes recoverable 6,530 24,138 − −
848,187 986,678 168,061 151,116
Non-current:
Other non-current assets 6 25,852 30,400 − −
1. Sundry receivables include receivables amounting to $Nil (31 December 2016: $162,449,000) which relate to the sale-and-leaseback of the Awala palm plantations.

2. These relate to incentives and subsidies receivable from the Government agencies of various countries for export of agricultural products. There are no unfulfilled conditions or contingencies
attached to these incentives and subsidies.

3. Staff advances are interest-free, unsecured, repayable within the next 12 months and are to be settled in cash.

4. Insurance receivables pertain to pending marine and inventories insurance claims. The outstanding claims are currently being processed by the insurance companies for final settlement.

5. Prepayments mainly pertain to prepaid expenses incurred for sourcing, processing, packaging and merchandising of agricultural products and inputs.

6. Other non-current assets include an investment in a dairy co-operative in Uruguay, which is accounted at cost amounting to $11,061,000 (31 December 2016: $11,978,000).

58 Olam International Limited Annual Report 2017


58 Annual Report 2017
22. Trade payables and accruals
Group Company
31 December 31 December 31 December 31 December
2017 2016 2017 2016
$’000 $’000 $’000 $’000
Trade payables 1,637,565 1,538,786 923,272 799,160
Accruals 457,244 567,802 159,053 150,123
Advances received from customers 43,732 51,459 − −
GST payable and equivalent 45,811 43,447 5,025 −
2,184,352 2,201,494 1,087,350 949,283

Trade payables are non-interest bearing. Trade payables are subject to trade terms of 30 to 60 days’ terms while other payables
have an average term of two months.
Trade payables and accruals denominated in currencies other than functional currencies of Group companies are as follows:-
Group Company
31 December 31 December 31 December 31 December
2017 2016 2017 2016
$’000 $’000 $’000 $’000
Euro 178,813 124,705 173,627 121,564
Great Britain Pounds 140,042 340,044 124,962 293,772
United States Dollar 31,391 37,336 − −

Trade payables include amounts of $19,471,000 (31 December 2016: $Nil) and $Nil (31 December 2016: $18,000) due to an
associate and a jointly controlled entity respectively.
Accruals mainly relate to operating costs such as logistics, insurance premiums and employee benefits.

23. Other current liabilities


Group Company
31 December 31 December 31 December 31 December
2017 2016 2017 2016
$’000 $’000 $’000 $’000
Interest payable on bank loans 82,951 81,355 74,526 75,110
Sundry payables 339,816 261,081 − 6,647
Option premium payable 18,450 33,419 18,450 33,419
Amount due to jointly controlled entities 19,626 − 18,155 −
460,843 375,855 111,131 115,176
Withholding tax payable 12,470 7,876 − −
473,313 383,731 111,131 115,176

olamgroup.com olamgroup.com 59
59
Notes to the Financial Statements continued
For the financial year ended 31 December 2017

24. Borrowings
Group Company
31 December 31 December 31 December 31 December
2017 2016 2017 2016
$’000 $’000 $’000 $’000
Current:
Bank overdrafts (Note 33) 104,544 190,165 − −
Bank loans 2,644,191 3,220,351 1,259,505 1,694,362
Term loans from banks 1,643,678 1,842,830 799,690 1,218,610
Medium-term notes 249,863 719,659 249,863 719,659
Obligation under finance leases (Note 28(c)) 17,933 10,030 − −
4,660,209 5,983,035 2,309,058 3,632,631
Non-current:
Term loans from banks 2,750,543 4,232,530 1,335,932 3,092,015
Medium-term notes 3,778,652 2,983,926 3,317,732 2,983,926
Obligation under finance leases (Note 28(c)) 66,412 111,701 − −
Other bonds 332,122 359,396 332,122 359,396
6,927,729 7,687,553 4,985,786 6,435,337
11,587,938 13,670,588 7,294,844 10,067,968

Borrowings denominated in currencies other than functional currencies of Group companies are as follows:-
Group Company
31 December 31 December 31 December 31 December
2017 2016 2017 2016
$’000 $’000 $’000 $’000
Singapore Dollar 1,482,143 1,480,199 1,481,730 1,480,199
United States Dollar 341,014 253,992 − −
Australian Dollar 185,096 200,279 185,082 200,279
Japanese Yen 371,332 146,690 371,332 146,690
Great Britain Pounds 20,289 18,703 − −
Euro 420,271 − − −

Bank overdrafts and bank loans


The bank loans to the Company are repayable within 12 months and bear interest in a range from 1.95% to 3.65% (31 December
2016: 1.26% to 1.61%) per annum.
The bank loans and bank overdrafts to the subsidiary companies are repayable within 12 months and bear interest in a range
from 0.65% to 22.00% (31 December 2016: 0.80% to 26.00%) per annum.
Bank loans include an amount of $17,885,000 (31 December 2016: $24,079,000) secured by the assets of subsidiaries.
The remaining amounts of bank loans are unsecured.
Term loans from banks
Term loans from banks to the Company bear interest at floating interest rates ranging from 2.47% to 3.20% (31 December 2016:
1.56% to 2.76%) per annum. Term loans to the Company are unsecured and are repayable within five years.
Term loans from banks to the subsidiary companies bear interest at floating interest rates ranging from 0.91% to 12.00%
(31 December 2016: 1.20% to 12.00%) per annum. Term loans from banks to the subsidiary companies are repayable
between two to fifteen years (31 December 2016: two and seven years).
Term loans from banks include an amount of $101,141,000 (31 December 2016: $93,992,000) secured by the assets of
subsidiaries. The remaining amounts of term loans from banks are unsecured.

60 Olam International Limited Annual Report 2017


60 Annual Report 2017
24. Borrowings continued
Medium-term notes
The Company has a $800,000,000 multicurrency medium-term notes (‘MTN’) programme and a US$5,000,000,000 Euro medium-
term notes (‘EMTN’) programme. The drawdowns from the MTN and EMTN are unsecured.
The MTN and EMTN are as follows:-
Group Company
31 December 31 December 31 December 31 December
2017 2016 2017 2016
Maturity $’000 $’000 $’000 $’000
Current:
Multicurrency medium-term note programme:
• 5.75% fixed rate notes 2017 − 719,659 − 719,659
• 6.00% fixed rate notes 2018 249,863 − 249,863 −

Non-current:
Multicurrency medium-term note programme:
• 6.00% fixed rate notes 2018 − 249,638 − 249,638
Euro medium-term note programme:
• 4.25% fixed rate notes 2019 399,077 398,484 399,077 398,484
• 5.80% fixed rate notes 2019 349,422 349,047 349,422 349,047
• 4.50% fixed rate notes 2020 398,741 430,748 398,741 430,748
• 4.875% fixed rate notes 2020 185,082 200,279 185,082 200,279
• 1.375% fixed rate notes 2020 68,272 73,860 68,272 73,860
• 4.00% fixed rate notes 2020 66,662 72,119 66,662 72,119
• 6.00% fixed rate notes 2022 483,369 483,030 483,369 483,030
• 4.50% fixed rate notes 2021 600,963 653,891 600,963 653,891
• 1.427% fixed rate notes 2021 67,241 72,830 67,241 72,830
• 0.47% fixed rate notes 2022 67,848 − 67,848 −
• 4.375% fixed rate notes 2023 396,378 − 396,378 −
• 0.9725% fixed rate notes 2022 72,089 − 72,089 −
• 3.65% fixed rate notes 2022 66,706 − 66,706 −
• 0.9825% fixed rate notes 2022 95,882 − 95,882 −
Other medium-term notes:
• 3.90% fixed rate notes 2022 233,800 − − −
• 3.73% fixed rate notes 2022 227,120 − − −
3,778,652 2,983,926 3,317,732 2,983,926

Obligations under finance leases


Obligations under finance leases amounting to $18,101,000 (31 December 2016: $19,602,000) are guaranteed by a subsidiary
company.
Obligations under finance leases bear interest ranging from 8.05% to 25.00% (31 December 2016: 0.96% to 9.22%) per annum
and are repayable between 1 and 25 years (31 December 2016: 1 and 20 years).
Other bonds
Group and Company
31 December 31 December
2017 2016
$’000 $’000
Non-current:
7.50% unsecured senior bonds 1 332,122 359,396
1. On 7 August 2010, the Company issued 7.50% interest bearing unsecured senior bonds of US$250,000,000 due in 2020. The interest is payable semi-annually. On 9 July 2014, the Company
repurchased US$917,000 of the senior bonds. Upon settlement, the repurchased portion was cancelled and the aggregate outstanding principal amount following such cancellation is
US$249,083,000.

olamgroup.com olamgroup.com 61
61
Notes to the Financial Statements continued
For the financial year ended 31 December 2017

24. Borrowings continued


A reconciliation of liabilities arising from financing activities is as follows:-
Group
31 December 31 December
2016 Cash Flows 2017
$’000 $’000 Non-cash changes $’000
Foreign Disposal of
exchange subsidiary
movement (Note 13)
$’000 $’000
Bank borrowings and obligations under finance leases
(exclude bank overdrafts) 9,417,442 (1,779,508) (491,308) (23,869) 7,122,757
Medium-term notes 3,703,585 394,299 (69,369) − 4,028,515
Other bonds 359,396 − (27,274) − 332,122

25. Earnings per share


Basic earnings per share is calculated by dividing the net profit for the year attributable to owners of the Company by the weighted
average number of ordinary shares outstanding (excluding treasury shares) during the year.
Diluted earnings per share is calculated by dividing the adjusted net profit attributable to owners of the Company by the weighted
average number of ordinary shares outstanding (excluding treasury shares) during the year adjusted for the effects of dilutive shares
and options.
The following reflects the profit and share data used in the basic and diluted earnings per share computations for the financial years
ended 31 December:-
Group
31 December 31 December
2017 2016
$’000 $’000
Net profit attributable to owners of the Company 580,743 351,312
Less: Accrued capital securities distribution (56,635) (33,568)

Adjusted net profit attributable to owners of the Company for basic and dilutive earnings per share 524,108 317,744

No. of shares No. of shares


Weighted average number of ordinary shares on issue applicable to basic earnings per share 2,814,058,047 2,753,842,602
Dilutive effect of convertible bonds – 6,332,446
Dilutive effect of share options 2,314,339 1,035,086
Dilutive effect of performance share plan 35,528,711 23,098,975
Dilutive effect of warrants 72,287,589 66,835,892

Adjusted weighted average number of ordinary shares applicable to diluted earnings per share 2,924,188,686 2,851,145,001

The incremental shares relating to the outstanding convertible bonds have not been included in the calculation of diluted earnings
per share as they are anti-dilutive for the previous financial year. During the current financial year, there are no such items.
There have been no other transactions involving ordinary shares or potential ordinary shares since the reporting date and the date
of these financial statements.

62 Olam International Limited Annual Report 2017


62 Annual Report 2017
26. Share capital, treasury shares, perpetual capital securities and warrants
(a) Share capital
Group and Company
31 December 2017 31 December 2016
No. of shares $’000 No. of shares $’000
Ordinary shares issued and fully paid 1
Balance at beginning of year 2,829,036,837 3,087,894 2,825,645,142 3,082,499
Issue of shares on exercise of warrants 391,928,073 585,542 3,221,695 5,096
Issue of shares on exercise of share options 80,000 770 170,000 299
Balance at end of year 3,221,044,910 3,674,206 2,829,036,837 3,087,894
1. The holders of ordinary shares are entitled to receive dividends as and when declared by the Company. All ordinary shares carry one vote per share without restriction. The ordinary shares
have no par value.

(b) Treasury shares


Group and Company
31 December 2017 31 December 2016
No. of shares $’000 No. of shares $’000
Ordinary shares issued and fully paid 1
Balance at beginning of year 101,165,100 190,465 52,196,000 96,081
Use of treasury shares for share awards/options 2 (1,631,500) (3,189) – –
Share buyback during the year – – 48,969,100 94,384
Balance at end of year 99,533,600 187,276 101,165,100 190,465
2. The Company used 1,631,500 treasury shares during the current financial year towards the release of 1,321,500 restricted share awards and issuance of 310,000 shares on exercise of
share options.

(c) Capital securities


S$275,000,000 7.00% Perpetual Capital Securities
On 1 March 2012, the Company issued perpetual capital securities (the ‘perpetual securities’) with an aggregate principal
amount of S$275,000,000. Issuance costs incurred amounting to $4,549,000 were recognised in equity as a deduction
from proceeds.
Such perpetual securities bear distributions at a rate of 7% per annum, payable semi-annually. Subject to the relevant terms
and conditions in the offering circular, the Company may elect to defer making distribution on the perpetual securities, and is
not subject to any limits as to the number of times a distribution can be deferred.
On 22 January 2014, the Company repurchased S$39,200,000 of the S$275,000,000 7% Perpetual Capital Securities issued
on 1 March 2012 (the ‘Perpetual Bonds’). The repurchase was made by way of on-market purchases. Upon settlement, the
repurchased portion was cancelled and the aggregate outstanding principal amount following such cancellation is
S$235,800,000.
On 4 September 2017, the Company has repurchased the remaining of the S$275,000,000 7% Perpetual Capital Securities
at an amount approximating S$235,800,000. The repurchase was made by way of on-market purchases and the repurchased
portion was cancelled in the current financial year.
US$500,000,000 5.35% Perpetual Capital Securities
On 20 July 2016, the Company issued subordinated perpetual capital securities (the ‘capital securities’) with an aggregate
principal amount of US$500,000,000 under the US$5,000,000,000 EMTN Programme. Issuance costs incurred amounting to
$6,126,000 were recognised in equity as a deduction from proceeds.
The capital securities were priced at par and bear a distribution rate of 5.35% for the first five years. The distribution rate will
then be reset at the end of five years from the issue date of the capital securities and each date falling every 5 years thereafter.
Additionally, Olam may choose to redeem in whole the capital securities on or after the fifth anniversary of the issuance of the
capital securities.
Combined S$350,000,000 5.50% Perpetual Capital Securities
On 11 July 2017 and 4 August 2017, the Company issued subordinated perpetual capital securities (the ‘capital securities’)
with an aggregate combined principal amount of S$350,000,000 (S$300,000,000 and S$50,000,000 respectively) under the
US$5,000,000,000 EMTN Programme. Issuance costs incurred amounting to $2,273,000 were recognised in equity as a
deduction from proceeds.
The capital securities were priced at par and bear a distribution rate of 5.50% for the first five years. The distribution rate will
then be reset at the end of five years from the issue date of the capital securities and each date falling every 5 years thereafter.
Additionally, Olam may choose to redeem in whole the capital securities on or after the fifth anniversary of the issuance of the
capital securities.

olamgroup.com olamgroup.com 63
63
Notes to the Financial Statements continued
For the financial year ended 31 December 2017

26. Share capital, treasury shares, perpetual capital securities and warrants continued
(d) Warrants
On 29 January 2013, 387,365,079 Warrants were listed and quoted on the Official List of the Singapore Exchange Securities
Trading Limited. Each Warrant carries the right to subscribe for 1 new ordinary share in the capital of the Company (the ‘New
Share’) at an original exercise price of US$1.291 for each New Share. These Warrants are exercisable from 29 January 2016 to
29 January 2018. The Warrants have been presented as capital reserves under equity.
During the current financial year, the exercise price for each Warrant were adjusted from US$1.14 to US$1.12 and finally
US$1.09. A total of 391,928,073 Warrants were exercised at a maximum price of US$1.14 and minimum price of US$1.09 and
new ordinary shares were issued. The outstanding number of warrants following the aforementioned exercise is 51,077,331 with
an exercise price of US$1.09 expires on 29 January 2018. Post 31 December 2017, a further 49,973,747 Warrants at the
exercise price of US$1.09 each were exercised and all remaining subscription rights under the Warrants which have not been
exercised as at 29 January 2018 have lapsed and ceased to be valid.

27. Dividends
Group and Company
31 December 31 December
2017 2016
$’000 $’000
Declared and paid during the financial year ended:-
Dividends on ordinary shares:
• One tier tax exempted interim dividend for financial year ended 31 December 2017: $0.035 97,740 82,296
(31 December 2016: $0.030) per share
• One tier tax exempted second and final dividend for financial year ended 31 December 2016: 82,659 101,740
$0.030 (31 December 2015: $0.035) per share
180,399 184,036
Proposed but not recognised as a liability as at:-
Dividends on ordinary shares, subject to shareholders’ approval at the Annual General Meeting:
• One tier tax exempted second and final dividend for financial year ended 31 December 2017: 124,860 81,836
$0.040 (31 December 2016: $0.030) per share

64 Olam International Limited Annual Report 2017


64 Annual Report 2017
28. Commitments
(a) Operating lease commitments
Operating lease expenses of the Group and Company (principally for land, offices, warehouses, employees’ residences and
vessels) were $162,948,000 (31 December 2016: $117,866,000) and $68,406,000 (31 December 2016: $37,536,000),
respectively. These leases have an average tenure of between 1.0 and 19.0 years with no renewal option or contingent rent
provision included in the contracts. Lease terms do not contain restrictions on the Group’s activities concerning dividends,
additional debt or further leasing.
Future minimum rental payable under non-cancellable operating leases are as follows:-
Group Company
31 December 31 December 31 December 31 December
2017 2016 2017 2016
$’000 $’000 $’000 $’000
Within one year 136,750 98,816 43,955 26,511
After one year but not more than five years 284,703 229,080 37,363 21,477
More than five years 467,117 581,424 774 1,398
888,570 909,320 82,092 49,386

(b) Capital commitments


Capital expenditure contracted for as at the balance sheet date but not recognised in the financial statements is as follows:-
Group Company
31 December 31 December 31 December 31 December
2017 2016 2017 2016
$’000 $’000 $’000 $’000
Capital commitments in respect of property, plant and equipment 57,621 15,267 – –

(c) Finance lease commitments


The Group has finance leases for palm and almond plantations, land and buildings. These leases have terms of renewal but no
purchase options and escalation clauses. Renewals are at the option of the specific entity that holds the lease.
Future minimum lease payments under finance leases together with the present value of the net minimum lease payments are
as follows:-
Group
31 December 31 December 31 December 31 December
2017 2017 2016 2016
$’000 $’000 $’000 $’000
Present value of Present value of
Minimum lease payments Minimum lease payments
payments (Note 24) payments (Note 24)
Not later than one year 19,322 17,933 14,812 10,030
Later than one year but not later than five years 32,301 25,623 65,743 40,740
Later than five years 83,363 40,789 132,860 70,961
Total minimum lease payments 134,986 84,345 213,415 121,731
Less: Amounts representing finance charges (50,641) – (91,684) –
Present value of minimum lease payments 84,345 84,345 121,731 121,731

29. Contingent liabilities


Group Company
31 December 31 December 31 December 31 December
2017 2016 2017 2016
$’000 $’000 $’000 $’000
Contingent liabilities not provided for in the accounts:
Financial guarantee contracts given on behalf of subsidiary companies1 – – 9,776,482 6,954,277
1. Amounts utilised by subsidiary companies on the bank facilities secured by corporate guarantees amounted to $2,046,030,000 (31 December 2016: $1,089,198,000).

The Company has agreed to provide continuing financial support to certain subsidiary companies.

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65
Notes to the Financial Statements continued
For the financial year ended 31 December 2017

30. Employee benefits expenses


Employee benefits expenses (including executive directors):-
Group
31 December 31 December
2017 2016
$’000 $’000
Salaries and employee benefits 652,171 571,963
Central Provident Fund contributions and equivalents 30,290 31,813
Retrenchment benefits 1,607 829
Share-based expense (relates to OSGP only) 20,184 13,282
704,252 617,887

(a) Employee share option scheme


The Olam Employee Share Option Scheme (the ‘ESOS’) was approved by shareholders at an Extraordinary General Meeting
held on 4 January 2005. The ESOS rules were amended on 29 October 2008 at the Extraordinary General Meeting of the
Company. Under the amended rules, the directors (including Non-Executive Directors and Independent Directors) and
employees of the Group are eligible to participate in the ESOS and all subsequent options issued to the Group’s employees and
Executive Directors shall have a life of 10 years, instead of 5 years. For Options granted to the Company’s Non-Executive
Directors and Independent Directors, the Option Period shall be no longer than 5 years.
The shares issued upon the options being exercised carry full dividend and voting rights.
Controlling Shareholders and associates of Controlling Shareholders are not eligible to participate in the ESOS.
All these options have a contractual life of 10 years with no cash settlement alternatives.
The fair value of share options as at the date of grant, is estimated by the Company using the Black Scholes Model, taking into
account the terms and conditions upon which the options are granted. The expected life of the option is based on the
assumption that the options would be exercised within six months of the vesting date. The expected volatility reflects the
assumption that the historical volatility is indicative of future trends, which may not necessarily be the actual outcome.
Pursuant to the voluntary conditional cash offer by Breedens International Pte Ltd approval was sought and granted on 8 April
2014 such that all outstanding options which have not been exercised at the expiry of the accelerated exercise period shall not
automatically lapse and become null and void but will expire in accordance with their original terms.
The ESOS has expired on 3 January 2015. The terms of the ESOS continue to apply to outstanding options granted under
the ESOS. The ESOS rules amended on 29 October 2008 may be read in the Appendix 1 of the Company’s circular dated
13 October 2008.
Movement of share options during the financial year
The following table illustrates the number and weighted average exercise price of, and movements in, share options during the
financial year:-
31 December 2017 31 December 2016
Weighted Weighted
average average
Number of exercise Number exercise
share price of share price
options $ options $
Outstanding at the beginning of the year 72,742,000 2.20 74,417,000 2.20
Forfeited during the year (1,085,000) 2.38 (1,505,000) 2.66
Exercised during the year 1 (390,000) 1.97 (170,000) 2.28
Outstanding at the end of the year 2 71,267,000 2.20 72,742,000 2.20
Exercisable at end of year 71,267,000 2.20 60,238,000 2.29
1. The weighted average share price when the options were exercised in the current financial year was $1.97 (31 December 2016: $2.28).

2. The range of exercise prices for options outstanding at the end of the financial year was $1.76 to $3.10 (31 December 2016: $1.76 to $3.10). The weighted average remaining contractual life
for these options is 2.52 years (31 December 2016: 4.52 years).

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66 Annual Report 2017
30. Employee benefits expenses continued
(b) Olam Share Plans
Olam Share Grant Plan (‘OSGP’)
On 30 October 2014, the Company had adopted the new Share Grant Plan (‘OSGP’). The OSGP is a share-based incentive
plan which involves the award of fully-paid shares, when and after pre-determined performance or service conditions are
accomplished. Any performance targets set under the OSGP are intended to be based on longer-term corporate objectives
covering market competitiveness, quality of returns, business growth and productivity growth. The actual number of shares
to be delivered pursuant to the award granted will range from 0% to 192.5% and 200% of the base award and is contingent
on the achievement of pre-determined targets set out in the three-year performance period and other terms and conditions
being met.
The details of OSGP are described below:-
Olam Share Grant Plan (‘OSGP’) – Performance and Restricted Share Awards (‘PSA’ and ‘RSA’)
Plan Description Award of fully-paid ordinary shares of the Company, conditional on performance targets set at the start of
a three-year performance period based on stretched long-term corporate objectives
Performance • Absolute Total Shareholder Return (‘TSR’)
Conditions • Relative Total Shareholder Return
• Return on Equity (‘ROE’)
• Profit after Tax and Minority Interest (‘PATMI’) Growth
Vesting Condition Vesting based on meeting stated performance conditions over a three-year performance period
Payout 0% – 192.5% and 200% depending on the achievement of pre-set performance targets over the
performance period.

Fair value of OSGP


The fair value of services received in return for shares awarded is measured by reference to the fair value of shares granted
under the OSGP. The estimate of the fair value of the services received is measured based on a Monte Carlo simulation model,
which involves projection of future outcomes using statistical distributions of key random variables including share price and
volatility of returns. The inputs to the model used for the shares granted are shown below:-
Plan: RSA and PSA RSA and PSA PSA
Grant date: 24 April 2017 15 April 2016 7 April 2015
Dividend yield (%) 2.333 2.753 2.87
Expected volatility (%) 22.035 22.747 7.82
Risk-free interest rate (%) 1.394 1.197 1.33
Expected term (years) 2.94 2.72 2.74
Index (for Relative TSR) Not applicable FTSE Straits Times Index FTSE Straits Times Index
Index volatility (%) Not applicable 14.081 7.82
Correlation with Index (%) Not applicable 35.4 38.8
Share price at date of grant ($) 1.910 1.720 1.985
Fair value at date of grant ($) 1.594 1.400 1.848

The number of contingent shares granted but not released for both PSA and RSA awards as at 31 December 2017 was
38,897,596 (31 December 2016: 27,637,500).
Based on the achievement factor, the actual release of the PSA awards could range from zero to maximum of 59,553,509
(31 December 2016: 42,762,913) fully-paid ordinary shares of the Company.

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Notes to the Financial Statements continued
For the financial year ended 31 December 2017

31. Related party disclosures


An entity or individual is considered a related party of the Group for the purposes of the financial statements if: i) it possesses the
ability (directly or indirectly) to control or exercise significant influence over the operating and financial decisions of the Group or vice
versa; ii) it is subject to common control or common significant influence.
The following are the significant related party transactions entered into by the Company and Group in the ordinary course of
business on terms agreed between the parties:-
Group Company
31 December 31 December 31 December 31 December
2017 2016 2017 2016
$’000 $’000 $’000 $’000
Subsidiary companies:
• Sales of goods – – 3,549,093 3,288,693
• Sales of services, net – – 1,539 29,125
• Purchases – – 11,002,794 7,113,429
• Insurance premiums paid – – 14,365 13,295
• Commissions paid – – 30,475 56,074
• Interest received on loans, net – – 60,355 80,824
• Consultancy fee paid – – 85,885 30,850
• Management fee received – – 46,688 35,049
• Trademark income – – – 204,817
• Dividend received – – 12,997 101
• Toll processing charges paid – – 120,672 –
• Warehouse rental paid – – 383 –

Jointly controlled entities:


• Sales of goods 2,844 – – –
• Management fee received 383 204 – –
• Interest received on loans 8 – 8 –

Associates:
• Sales of goods 81,070 31,347 79,266 19,659
• Purchases 316,421 165,859 316,417 165,852
• Finance income 22,758 14,659 22,758 14,659
• Dividend received 22,325 12 22,325 12
• Management fee received 2,351 664 2,351 664
• Director Fees received 38 77 38 77
• Miscellaneous income 131 255 131 255

Shareholder related companies:


• Sale of goods 54,751 58,002 19,466 48,585
• Purchases 123 1,278 – 485
• Others – 78 – –

68 Olam International Limited Annual Report 2017


68 Annual Report 2017
32. Compensation of directors and key management personnel
The remuneration of directors and key management personnel during the years is as follows:-
Group Company
31 December 31 December 31 December 31 December
2017 2016 2017 2016
$’000 $’000 $’000 $’000
Directors’ fees 1,755 1,866 1,698 1,806
Salaries and employee benefits 20,511 19,581 16,796 16,629
Central Provident Fund contributions and equivalents 557 448 126 130
Share-based expense 4,543 2,803 3,688 2,279
27,366 24,698 22,308 20,844
Comprising amounts paid to:-
Directors of the Company 11,389 10,550 11,332 10,490
Key management personnel 15,977 14,148 10,976 10,354
27,366 24,698 22,308 20,844

Directors’ interests in employee share benefit plans


At the end of the reporting date, the total number of outstanding options/shares that were issued/allocated to the directors and
key management personnel under existing employee benefit schemes is given below:-
31 December 31 December
2017 2016
Options/shares Options/shares
Employee Share Option Scheme:
Directors 20,000,000 20,000,000
Key management personnel 16,800,000 16,800,000
Olam Share Grant Plan:
Directors 3,321,846 2,052,000
Key management personnel 5,750,000 3,700,000

33. Cash and short-term deposits


Group Company
31 December 31 December 31 December 31 December
2017 2016 2017 2016
$’000 $’000 $’000 $’000
Cash and bank balances 1,174,552 1,556,636 601,561 723,680
Deposits 811,799 587,415 535,450 550,992
1,986,351 2,144,051 1,137,011 1,274,672

Cash at banks earn interest at floating rates based on daily bank deposit rates ranging from 0.1% to 21.0% (31 December 2016:
0.00% to 12.50%) per annum.
Deposits include short-term and capital guaranteed deposits. Short-term deposits are made for varying periods between 1 and
365 days (31 December 2016: 1 and 365 days) depending on the immediate cash requirements of the Group, and interest earned at
floating rates ranging from 0.80% to 19.50% (31 December 2016: 0.00% to 9.96%) per annum and may be withdrawn on demand.
Deposits amounting to $1,119,000 (31 December 2016: $1,545,000) have been pledged to secure the Group’s borrowings as
set out in Note 24 to the financial statements.
Deposits include capital guaranteed, non-interest bearing, index-linked structured deposits of $Nil (31 December 2016:
$14,468,000) (31 December 2016: remaining maturity period of three months) and may be withdrawn on demand.
Cash and bank balances and deposits denominated in currencies other than functional currencies of Group companies are
as follows:-
Group Company
31 December 31 December 31 December 31 December
2017 2016 2017 2016
$’000 $’000 $’000 $’000
Euro 876,917 294,709 865,456 290,061
United States Dollar 68,335 86,235 – –
Great Britain Pounds 17,214 103,304 14,039 102,285
Singapore Dollar 17,075 49,808 16,798 49,806
Japanese Yen 10,881 267,271 10,881 267,208
Swiss Franc 1,359 210,833 1,284 210,015
Australian Dollar 579 3,625 576 3,324

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Notes to the Financial Statements continued
For the financial year ended 31 December 2017

33. Cash and short-term deposits continued


Cash and cash equivalents
For the purpose of the consolidated cash flow statement, cash and cash equivalents comprise the following:-
Group
31 December 31 December
2017 2016
$’000 $’000
Cash and bank balances 1,174,552 1,556,636
Deposits 811,799 587,415
Structured deposits – (14,468)
Bank overdrafts (Note 24) (104,544) (190,165)
1,881,807 1,939,418

Bank overdrafts are included in the determination of cash and cash equivalents because they form an integral part of the Group’s
cash management.

34. Financial risk management policies and objectives


The Group and the Company are exposed to financial risks from its operations and the use of financial instruments. The board of
directors and board risk committee reviews and agrees on policies and procedures for the management of these risks, which are
executed by the Chief Financial Officer and Head of Risk. The Audit Committee provides independent oversight to the effectiveness
of the risk management process.
The Group’s principal financial instruments, other than derivative financial instruments and investment in security, comprise bank
loans, medium-term notes, term loans from banks, bonds, cash and bank balances, fixed deposits and bank overdrafts. The main
purpose of these financial instruments is to finance the Group’s operations. The Group has various other financial assets and
liabilities such as trade receivables and trade payables, which arise directly from its operations.
The Group also enters into derivative transactions, including interest rate swaps, commodity options, swaps and futures contracts
and foreign currency forward contracts. The purpose is to manage the commodity price risk, foreign currency risk and interest rate
risk arising from the Group’s operations and its sources of financing.
There has been no change to the Group’s exposure to these financial risks or the manner in which it manages and measures
the risks.
The main risks arising from the Group’s financial instruments are commodity price risk, credit risk, foreign currency risk, liquidity
risk and interest rate risk. The Board of Directors reviews and agrees on the policies for managing each of these risks and they are
summarised below:-
(a) Commodity price risk
Commodities traded by the Group are subject to fluctuations due to a number of factors that result in price risk. The Group
purchases and sells various derivative products, primarily exchange traded futures and options with the purpose of managing
market exposure to adverse price movements in these commodities. The Group has established policies and exposure limits
that restrict the amount of unhedged fixed price physical positions in each commodity.
The Group also enters into commodity derivatives for trading purposes. The Group’s trading market risk appetite is determined
by the Board of Directors, with detailed exposure limits recommended by the Executive Risk Committee and approved by the
Board Risk Committee.
At balance sheet date, if the commodities price index moved by 1.0% with all other variables held constant, the Group’s profit
net of tax would have changed by $30,287,000 (31 December 2016: $22,991,000) arising as a result of fair value on Group’s
commodity futures, options contracts, physical sales and purchases commitments as well as the inventory held at balance
sheet date.

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70 Annual Report 2017
34. Financial risk management policies and objectives continued
(b) Credit risk
Credit risk is limited to the risk arising from the inability of a customer to make payment when due. It is the Group’s policy to
provide credit terms only to creditworthy customers. These debts are continually monitored and therefore, the Group does not
expect to incur material credit losses.
For computation of impairment losses on financial assets, the Group uses a provision matrix as presented below:-
Balance Sheet Expected credit loss
Trade receivables (Note 17)
Loans to jointly-controlled entities and associates (Note 14)
Other current assets – Sundry receivables, export incentives and subsidies A percentage of the financial asset calculated
receivable, deposits, staff advances, insurance receivables, amount due by taking the default sovereign risk rating of the
from jointly-controlled entity, associates and a shareholder related company counterparties based on external benchmarks
(Note 21)
Amount due from subsidiary companies (Note 16)

The carrying amounts of trade receivables, other non-current and current assets, margin accounts with brokers, cash and
short-term deposits payments, including derivatives with positive fair value represent the Group’s maximum exposure to
credit risk. No other financial assets carry a significant exposure to credit risk. Deposits and cash balances are placed with
reputable banks.

Credit risk concentration profile


The Group determines concentrations of credit risk by monitoring the operating segment profile of its trade receivables on
an ongoing basis. The credit risk concentration profile of the Group’s trade receivables at the end of the reporting period is
as follows:-
Group Company
31 December 31 December 31 December 31 December
2017 2016 2017 2016
$’000 $’000 $’000 $’000
By operating segments:
Edible nuts, spices and vegetable ingredients 337,909 253,620 219,463 68,467
Confectionery and beverage ingredients 675,624 556,669 444,534 77,805
Industrial raw materials 178,959 79,105 156,962 47,890
Food staples and packaged food business 442,381 518,460 143,028 190,982
Commodity financial services 205 – – –
1,635,078 1,407,854 963,987 385,144

The Group has no significant concentration of credit risk with any single customer.

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Notes to the Financial Statements continued
For the financial year ended 31 December 2017

34. Financial risk management policies and objectives continued


(c) Foreign currency risk
The Group trades its products globally and, as a result, is exposed to movements in foreign currency exchange rates. The
primary purpose of the Group’s foreign currency hedging activities is to protect against the volatility associated with foreign
currency purchases and sales of raw materials and other assets and liabilities created in the normal course of business. The
Group primarily utilises foreign currency forward exchange contracts to hedge firm commitments. The Group does not use
foreign currency forward exchange contracts for trading purposes.
The Group has transactional currency exposures arising from sales or purchases that are denominated in a currency other
than the respective functional currencies of Group entities. The foreign currencies in which these transactions are denominated
are mainly United States Dollar (USD), Great Britain Pounds (GBP), Euro (EUR), Australian Dollar (AUD) and Singapore
Dollar (SGD).
The following table demonstrates the sensitivity of the Group’s profit net of tax and equity to a reasonably possible change in
the USD, GBP, EUR, AUD and SGD exchange rates, with all other variables held constant.
Group
31 December 2017 31 December 2016
Profit net of tax Equity Profit net of tax Equity
$’000 $’000 $’000 $’000
Increase/ Increase/ Increase/ Increase/
(decrease) (decrease) (decrease) (decrease)
SGD – strengthened 0.5% (7,217) 5,629 (6,692) 6,275
GBP – strengthened 0.5% (673) (5,287) (322) (2,983)
USD – strengthened 0.5% (380) – 689 –
AUD – strengthened 0.5% (225) 4,439 (134) 2,609
EUR – strengthened 0.5% 1,615 (6,103) (2,954) (10,129)

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72 Annual Report 2017
34. Financial risk management policies and objectives continued
(d) Liquidity risk
Liquidity risk is the risk that the Group or the Company will encounter difficulty in meeting financial obligations associated with its
financial liabilities or due to shortage of funds.
To ensure continuity of funding, the Group primarily uses short-term bank facilities that are transaction-linked and self-liquidating
in nature. The Group also has a multicurrency medium-term notes programme, as well as term loans from banks, to fund its
ongoing working capital requirement and growth needs.
The table below summarises the maturity profile of the Group’s and the Company’s financial liabilities at the balance sheet date
based on contractual undiscounted repayment obligations.
31 December 2017 31 December 2016
$’000 $’000
One year One to five Over five One year One to five Over five
or less years years Total or less years years Total
Group
Financial liabilities:
Trade payables and
accruals (Note 22) 2,094,809 – – 2,094,809 2,201,494 – – 2,201,494
Other current liabilities
(Note 23) 377,892 – – 377,892 294,500 – – 294,500
Borrowings 4,995,442 7,039,874 555,524 12,590,840 6,465,152 7,727,079 689,751 14,881,982
Derivative financial
instruments (Note 34(f)) 851,947 – – 851,947 987,942 – – 987,942
Total undiscounted
financial liabilities 8,320,090 7,039,874 555,524 15,915,488 9,949,088 7,727,079 689,751 18,365,918
Company
Financial liabilities:
Trade payables and
accruals (Note 22) 1,082,325 – – 1,082,325 949,283 – – 949,283
Other current liabilities
(Note 23) 36,605 – – 36,605 40,066 – – 40,066
Borrowings 2,531,888 5,043,954 401,238 7,977,080 4,010,284 6,492,154 508,758 11,011,196
Derivative financial
instruments (Note 34(f)) 685,128 – – 685,128 681,162 – – 681,162
Total undiscounted
financial liabilities 4,335,946 5,043,954 401,238 9,781,138 5,680,795 6,492,154 508,758 12,681,707

The table below shows the contractual expiry by maturity of the Group and Company’s contingent liabilities and commitments.
The maximum amount of the financial guarantee contracts are allocated to the earliest period in which the guarantee could
be called.
31 December 2017 31 December 2016
$’000 $’000
One year or One to five Over five One year or One to five Over five
less years years Total less years years Total
Group
Financial guarantees – – – – – – – –
Company
Financial guarantees 2,046,030 – – 2,046,030 1,089,198 – – 1,089,198

(e) Interest rate risk


The Company’s and the Group’s exposure to market risk for changes in interest rates relate primarily to its floating rate loans
and borrowings. Interest rate risk is managed on an ongoing basis such as hedging the risk through interest rate derivatives
with the primary objective of limiting the extent to which net interest exposure could be affected by adverse movements in
interest rates. The details of the interest rates relating to the interest-earning financial assets and interest-bearing financial
liabilities are disclosed in various notes to the financial statements.
At the balance sheet date, if interest rates had moved by 25 basis points with all other variables held constant, the Group’s
profit net of tax would have changed inversely by $27,607,000 (31 December 2016: $25,393,000).

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Notes to the Financial Statements continued
For the financial year ended 31 December 2017

34. Financial risk management policies and objectives continued


(f) Derivative financial instruments and hedge accounting
Derivative financial instruments are used to manage the Group’s exposure to risks associated with foreign currency and
commodity price. Certain derivatives are also used for trading purposes. The Group and Company have master netting
arrangements with certain dealers and brokers to settle the net amount due to or from each other.
As at 31 December 2017, the settlement dates on open foreign exchange derivatives and commodity derivatives ranged
between 1 and 24 months (31 December 2016: 1 and 24 months), except for power purchase agreement (10 years).
The Group’s and Company’s derivative financial instruments that are offset are as follows:-
Group Company
Fair value Fair value
Assets Liabilities Assets Liabilities
$’000 $’000 $’000 $’000
31 December 2017
Derivatives held for hedging:
Foreign exchange contracts 257,385 (176,798) 143,026 (164,497)
Foreign exchange contracts – Cash flow hedge – (11,619) – (11,619)
Commodity contracts 2,603,631 (1,956,800) 2,163,097 (1,754,690)
Power purchase agreement 13,801 – – –
Interest rate swaps – (1,199) – (1,199)
Total derivatives held for hedging 2,874,817 (2,146,416) 2,306,123 (1,932,005)

Derivatives held for trading:


Foreign exchange contracts 3,806 (2,388) 3,806 (2,388)
Commodity contracts 124,791 (87,308) 124,791 (87,308)
Total derivatives held for trading 128,597 (89,696) 128,597 (89,696)
Total derivatives, gross 3,003,414 (2,236,112) 2,434,720 (2,021,701)
Gross amounts offset in the balance sheet (1,384,165) 1,384,165 (1,336,573) 1,336,573
Net amounts in the balance sheet 1,619,249 (851,947) 1,098,147 (685,128)

Group Company
Fair value Fair value
Assets Liabilities Assets Liabilities
$’000 $’000 $’000 $’000
31 December 2016
Derivatives held for hedging:
Foreign exchange contracts 231,380 (195,339) 206,572 (154,642)
Foreign exchange contracts – Cash flow hedge – (41,305) – (41,305)
Commodity contracts 5,739,831 (4,846,050) 4,840,466 (4,463,259)
Total derivatives held for hedging 5,971,211 (5,082,694) 5,047,038 (4,659,206)

Derivatives held for trading:


Foreign exchange contracts 6,224 (9,768) 6,224 (9,768)
Commodity contracts 305,170 (251,933) 305,170 (251,934)
Total derivatives held for trading 311,394 (261,701) 311,394 (261,702)
Total derivatives, gross 6,282,605 (5,344,395) 5,358,432 (4,920,908)
Gross amounts offset in the balance sheet (4,356,454) 4,356,453 (4,239,746) 4,239,746
Net amounts in the balance sheet 1,926,151 (987,942) 1,118,686 (681,162)

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74 Annual Report 2017
34. Financial risk management policies and objectives continued
(f) Derivative financial instruments and hedge accounting continued
The Group applies hedge accounting in accordance with FRS 109 for certain hedging relationships which qualify for hedge
accounting. The effects of applying hedge accounting for expected future sales and purchases on the Group’s balance sheet
and profit or loss are as follows:-
Group Group
31 December 2017 31 December 2016
Line item in the Balance Sheets Assets Liabilities Assets Liabilities
where the hedging instrument is reported: $’000 $’000 $’000 $’000
Fair value hedge
Hedged item:
Inventories Inventories 1,135,411 – 767,870 –
Sales and purchase contracts Derivative assets/ (liabilities) 67,384 – 274,192 –
Hedging instruments:
Commodity contracts Derivative assets/ (liabilities) 55,832 – – (225,817)

Cash flow hedge


Hedged item:
Forecasted transactions
denominated in foreign currency Fair value adjustment reserves 214,878 – 76,655 –
Hedging instruments:
Foreign exchange contracts Derivative assets/ (liabilities) – (11,619) – (41,305)

Fair value hedge


The Group is exposed to price risk on the purchase side due to increase in commodity prices, on the sales sides and inventory
held to decrease in commodity prices. Therefore, the Group applies fair value hedge accounting to hedge its commodity prices
embedded in its inventories, sales and purchase contracts and uses commodity derivatives to manage its exposure. The Group
determines its hedge effectiveness based on the volume of both hedged item and hedging instruments.
For all the commodity derivatives used for hedging purposes, the forecasted transactions are expected to occur within 3 to
24 months. The commodity derivatives held for hedging are used to hedge the commodity price risk related to inventories, sales
and purchases contracts. The accumulated amount of fair value hedge adjustments included in the carrying amount of the
inventories for the current financial year amounts to $178,271,000 (31 December 2016: $276,553,000).
Cash flow hedge
For all the foreign exchange and commodity derivatives used for hedging purposes, the forecasted transactions are expected
to occur within 24 months (31 December 2016: 24 months). For all cases where the Group applies hedge accounting, the fair
value of the derivative recorded in the fair value adjustment reserves will be recycled through the profit and loss account upon
occurrence of the forecasted transactions and this amounts to $68,037,000 for the current financial year. The net hedging loss
recognised in the ‘Other Comprehensive Income’ in relation to such transactions amounts to $11,619,000 in the current
financial year.
Cash flow hedges of expected transactions that were assessed to be highly effective have resulted in a net fair value gain of
$146,841,000 for both the Group and Company for the financial year ended 31 December 2017 (31 December 2016: gain of
$22,544,000). There was no hedge ineffectiveness recorded in Profit and Loss during the current financial year.

35. Fair values of assets and liabilities


(a) Fair value hierarchy
The Group classifies fair value measurements using a fair value hierarchy that is dependent on the valuation inputs used
as follows:
• Level 1 – Quoted prices (unadjusted) in active market for identical assets or liabilities that the Group can access at the
measurement date,
• Level 2 – Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or
indirectly, and
• Level 3 – Unobservable inputs for the asset or liability.

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Notes to the Financial Statements continued
For the financial year ended 31 December 2017

35. Fair values of assets and liabilities continued


(b) Fair value of assets and liabilities that are carried at fair value
The following table shows an analysis of assets and liabilities carried at fair value by level of fair value hierarchy:-
Group
31 December 2017
Quoted prices Significant other Significant
in active markets for observable unobservable
identical instruments inputs inputs
(Level 1) (Level 2) (Level 3) Total
$’000 $’000 $’000 $’000
Recurring fair value measurements
Financial assets:
Long-term investment (Note 15) 257,519 – – 257,519
Derivative financial instruments
• Foreign exchange contracts – 261,191 – 261,191
• Commodity contracts 107,212 1,166,466 70,579 1,344,257
• Power purchase agreement – – 13,801 13,801
364,731 1,427,657 84,380 1,876,768
Financial liabilities:
Derivative financial instruments
• Foreign exchange contracts – 179,186 – 179,186
• Foreign exchange contracts – Cash flow hedge – 11,619 – 11,619
• Commodity contracts 223,277 435,004 1,662 659,943
• Interest rate swaps – 1,199 – 1,199
223,277 627,008 1,662 851,947
Non-financial assets:
Biological assets (Note 12) – – 471,656 471,656
Inventories (Note 19) – 3,707,281 389,687 4,096,968
– 3,707,281 861,343 4,568,624

Group
31 December 2016
Quoted prices Significant other Significant
in active markets for observable unobservable
identical instruments inputs inputs
(Level 1) (Level 2) (Level 3) Total
$’000 $’000 $’000 $’000
Recurring fair value measurements
Financial assets:
Long-term investment (Note 15) 136,321 – 12,171 148,492
Derivative financial instruments
• Foreign exchange contracts – 237,604 – 237,604
• Commodity contracts 492,907 1,073,034 122,606 1,688,547
629,228 1,310,638 134,777 2,074,643
Financial liabilities:
Derivative financial instruments
• Foreign exchange contracts – 205,108 – 205,108
• Foreign exchange contracts – Cash flow hedge – 41,305 – 41,305
• Commodity contracts 129,122 599,632 12,775 741,529
129,122 846,045 12,775 987,942
Non-financial assets:
Biological assets (Note 12) – – 450,564 450,564
Inventories (Note 19) – 4,550,262 815,573 5,365,835
– 4,550,262 1,266,137 5,816,399

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35. Fair values of assets and liabilities continued
(b) Fair value of assets and liabilities that are carried fair value continued
Determination of fair value
Long-term investment relates to one investment in the current financial year, of which is based on quoted closing prices at the
balance sheet date.
Foreign exchange contracts and interest rate swaps are valued using a valuation technique with market observable inputs.
The most frequently applied valuation techniques include forward pricing and swap models, using present value calculations.
The models incorporate various inputs including the credit quality of counterparties, foreign exchange spot and forward rates,
interest rate curves and forward rate curves.
Commodity contracts, inventories and power purchase agreement are valued based on the following:-
• Level 1 – Based on quoted closing prices at the balance sheet date;
• Level 2 – Valued using valuation techniques with market observable inputs. The models incorporate various inputs
including the broker quotes for similar transactions, credit quality of counter-parties, foreign exchange spot and forward
rates, interest rate curves and forward rate curves of the underlying commodities; and
• Level 3 – Valued using inputs that are not based on observable inputs such as historical transacted prices and estimates.
Certain commodity contracts which were valued based on Level 3 in the previous financial year, are valued based on Level 2 in
the current financial year as there were available broker quotes unlike in the previous financial year.
The fair value of biological assets (fruits on trees, annual crops and livestock) has been determined through various methods
and assumptions. Please refer to Note 12 for more details.
(c) Level 3 fair value measurements
(i) Information about significant unobservable inputs used in Level 3 fair value measurements
The significant unobservable inputs used in the valuation of biological assets are disclosed in Note 12.
The following table shows the information about fair value measurements of other assets and liabilities using significant
unobservable inputs (Level 3):-
Recurring fair value measurements Valuation techniques Unobservable inputs Percentage
Financial assets/ liabilities:
Long-term investment – unquoted Discounted cash flow Discount rate Nil
(31 December 2016: 14.6%)
Commodity contracts Comparable market Premium on quality 0% to 33%
approach per metric tonne (31 December 2016: 0% to 17%)
Commodity contracts Comparable market Discount on quality 0% to 25%
approach per metric tonne (31 December 2016: 0% to 21%)
Power purchase agreement Discounted Cash Flow Electricity Pricing per 0% to 21%
megawatt hour (31 December 2016: Nil)
Non-financial assets:
Inventories Comparable market Premium on quality 0% to 23%
approach per metric tonne (31 December 2016: 0% to 20%)
Inventories Comparable market Discount on quality 0% to 23%
approach per metric tonne (31 December 2016: 0% to 20%)

olamgroup.com olamgroup.com 77
77
Notes to the Financial Statements continued
For the financial year ended 31 December 2017

35. Fair values of assets and liabilities continued


(c) Level 3 fair value measurements continued
(i) Information about significant unobservable inputs used in Level 3 fair value measurements continued
Impact of changes to key assumptions on fair value of Level 3 financial instruments
The following table shows the impact on the Level 3 fair value measurement of assets and liabilities that are sensitive to
changes in unobservable inputs that reflect reasonably possible alternative assumptions. The positive and negative effects
are approximately the same.
31 December 2017
Effect of reasonably possible
alternative assumptions
Other
Carrying comprehensive
amount Profit/(loss) income
$’000 $’000 $’000
Recurring fair value measurements
Financial assets:
Commodity contracts 70,579 (621) –
Power purchase agreement 13,801 381 –
Financial liabilities:
Commodity contracts (1,662) 182 –
Non-financial assets:
Biological assets – increased by 0.5% 471,656 (1,863) –
Biological assets – decreased by 0.5% 471,656 1,874 –
Inventories 389,687 3,996 –

31 December 2016
Effect of reasonably possible
alternative assumptions
Other
Carrying comprehensive
amount Profit/(loss) income
$’000 $’000 $’000
Recurring fair value measurements
Financial assets:
Long-term investment – unquoted 12,171 − 61
Commodity contracts 122,606 6,666 −
Financial liabilities:
Commodity contracts (12,775) 612 −
Non-financial assets:
Biological assets, as restated – increased by 0.5% 450,564 (1,853) −
Biological assets, as restated – decreased by 0.5% 450,564 1,864 −
Inventories 815,573 7,801 −

In order to determine the effect of the above reasonably possible alternative assumptions, the Group adjusted the following
key unobservable inputs used in the fair value measurement:
• For certain commodity contracts and inventories, the Group adjusted the market prices of the valuation model by 1%.
• For long-term investment (unquoted), the Group adjusted the assumptions to the model inputs of the valuation model
by 0.5%.
• For biological assets, the Group adjusted the estimated discount rate applied to discounted cash flow model by 0.5%.

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78 Annual Report 2017
35. Fair values of assets and liabilities continued
(c) Level 3 fair value measurements continued
(ii) Movements in Level 3 assets and liabilities measured at fair value
The following table presents the reconciliation for all assets and liabilities measured at fair value, except for biological
assets (Note 12), based on significant unobservable inputs (Level 3):-
Long-term
Commodity Commodity Power purchase investment –
contracts – contracts – agreement – unquoted
assets liabilities assets (Note 15) Inventories
$’000 $’000 $’000 $’000 $’000
At 1 January 2016 52,409 (1,053) − 12,061 336,493
Total gain/(loss) recognised in the profit and
loss account
• Net gain/(loss) on fair value changes 70,197 (11,722) − − 53,154
• Purchases and sales, net − − − − 425,926
• Foreign currency translation adjustments − − − 110 −
At 31 December 2016 and 1 January 2017 122,606 (12,775) − 12,171 815,573
Total gain/(loss) recognised in the profit and
loss account
• Net gain on fair value changes (52,027) 11,113 13,801 − (12,226)
• Purchases and sales, net − − − (12,171) (413,660)
At 31 December 2017 70,579 (1,662) 13,801 − 389,687

(d) Fair value of financial instruments by classes that are not carried at fair value and whose carrying amounts are
reasonable approximation of fair value
(i) Cash and short-term deposits, trade receivables, other current assets, margin accounts with brokers, amounts due from
subsidiary companies, trade payables and accruals, other current liabilities and bank overdrafts.
The fair values of these financial instruments approximate their carrying amounts at the balance sheet date because of their
short-term maturity.
(ii) Bank loans, term loans from banks and obligations from finance leases
The carrying amount of the bank loans, term loans from banks and obligations from finance leases are an approximation of
fair values as they are subjected to frequent repricing (floating rates) and/ or because of their short-term maturity.
(e) Fair value of financial instruments by classes that are not carried at fair value and whose carrying amounts are not
reasonable approximation of fair value
(i) Loans to subsidiary companies, loans to jointly controlled entities and loans to associates
Loans to subsidiary companies, loans to jointly controlled entities and loans to associates have no fixed terms of repayment
and are repayable only when the cash flow of the entities permits. Accordingly, the fair value of these amounts is not
determinable as the timing of the future cash flow arising from these balances cannot be estimated reliably.
(ii) Other non-current assets – investment in dairy co-operative
The Group’s investment in a dairy co-operative has been carried at cost because fair value cannot be measured reliably as
the dairy co-operative is not listed and does not have any comparable industry peer that is listed. In addition, the variability
in the range of reasonable fair value estimates derived from valuation techniques is significant. The Group does not intend
to dispose of this investment in the foreseeable future.

olamgroup.com olamgroup.com 79
79
Notes to the Financial Statements continued
For the financial year ended 31 December 2017

35. Fair values of assets and liabilities continued


(e) Fair value of financial instruments by classes that are not carried at fair value and whose carrying amounts are not
reasonable approximation of fair value continued
(iii) Medium-term notes and other bonds
The fair value of financial assets and liabilities by classes that are not carried at fair value and whose carrying amounts are
not reasonable approximation of fair value are as follows:-
Group Company
Carrying Fair Carrying Fair
amount value amount value
$’000 $’000 $’000 $’000
31 December 2017
Financial liabilities:
Medium-term notes 4,028,515 4,090,749 3,567,595 3,629,829
Other bonds 332,122 360,259 332,122 360,259
31 December 2016
Financial liabilities:
Medium-term notes 3,703,585 3,700,546 3,703,585 3,700,546
Other bonds 359,396 390,468 359,396 390,468

The fair value of medium-term notes and all bonds is determined directly by reference to their published market bid price
(Level 1) or valued using valuation techniques with market observable inputs (Level 2), where relevant at the end of the
respective financial years.

36. Capital management


The Group manages the capital structure by a balanced mix of debt and equity. Necessary adjustments are made in the capital
structure considering the factors vis-a-vis the changes in the general economic conditions, available options of financing and the
impact of the same on the liquidity position. Higher leverage is used for funding more liquid working capital needs and conservative
leverage is used for long-term capital investments. No changes were made in the objectives, policies or processes during the
financial years ended 31 December 2016 and 31 December 2017.
The Group calculates the level of debt capital required to finance the working capital requirements using traditional and modified
financial metrics including leverage/gearing ratio and asset turnover ratio.
As at balance sheet date, leverage ratios are as follows:-
Group
31 December 31 December
2017 2016
Gross debt to equity:
• Before fair value adjustment reserve 1.76 times 2.36 times
Net debt to equity:
• Before fair value adjustment reserve 1.46 times 1.99 times

The Group assesses the level of debt capital used to finance capital investment in respect of the projected risk and returns of these
investments using a number of traditional and modified investment and analytical models including discounted cash flows. It also
assesses the use of debt capital to fund such investments relative to the impact on the Group’s overall debt capital position and
capital structure.
In order to manage its capital structure, the Group may issue debt of either a fixed or floating nature, arrange credit facilities, issue
medium-term notes, issue new shares or convertible bonds and adjust dividend payments.

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80 Annual Report 2017
37. Classification of financial assets and liabilities
Fair value
through Other Fair value
Comprehensive through
Amortised cost Income Profit or Loss
Group $’000 $’000 $’000
31 December 2017
Financial assets:
Loans to jointly controlled entities (Note 14(a)) 154,022 − −
Loans to associates (Note 14(b)) 289,927 − −
Long-term investments (Note 15) − 257,519 −
Trade receivables (Note 17) 1,635,078 − −
Margin accounts with brokers (Note 18) 399,680 − −
Other current assets (Note 21) 457,015 − −
Cash and short-term deposits (Note 33) 1,986,351 − −
Derivative financial instruments (Note 34(f)) − − 1,619,249
Other non-current assets (Note 21) 14,791 − 11,061
4,936,864 257,519 1,630,310
Financial liabilities:
Trade payables and accruals (Note 22) 2,094,809 − −
Other current liabilities (Note 23) 460,843 − −
Borrowings (Note 24) 11,587,938 − −
Derivative financial instruments (Note 34(f)) − 11,619 840,328
14,143,590 11,619 840,328

Fair value
through Other Fair value
Comprehensive through
Amortised cost Income Profit or Loss
Company $’000 $’000 $’000
31 December 2017
Financial assets:
Loans to jointly controlled entities (Note 14(a)) 154,022 − −
Loans to associates (Note 14(b)) 263,682 − −
Long-term investments (Note 15) − 257,519 −
Amounts due from subsidiary companies (Note 16) 1,926,416 − −
Trade receivables (Note 17) 963,987 − −
Margin accounts with brokers (Note 18) 304,862 − −
Other current assets (Note 21) 55,364 − −
Cash and short-term deposits (Note 33) 1,137,011 − −
Derivative financial instruments (Note 34(f)) − − 1,098,147
4,805,344 257,519 1,098,147
Financial liabilities:
Trade payables and accruals (Note 22) 1,082,325 − −
Other current liabilities (Note 23) 111,131 − −
Borrowings (Note 24) 7,294,844 − −
Derivative financial instruments (Note 34(f)) − 11,619 673,509
8,488,300 11,619 673,509

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81
Notes to the Financial Statements continued
For the financial year ended 31 December 2017

38. Segmental information


The Group’s businesses are organised and managed as five broad segments grouped in relation to different types and nature of
products traded. The Group’s supply chain activities of sourcing, processing and merchandising span across a broad range of
agricultural products.
The segmentation of products has been done in the following manner:-
• Edible Nuts, Spices and Vegetable Ingredients – Edible Nuts (cashew, peanuts, almonds, hazelnuts, pistachios, walnuts,
sesame and beans including pulses, lentils and peas), spices and vegetable ingredients (including pepper, onion, garlic,
capsicums and tomato).
• Confectionery and Beverage Ingredients – cocoa and coffee.
• Industrial Raw Materials, Ag Logistics and Infrastructure – cotton, wood products, rubber, fertiliser and Gabon Special Economic
Zone (GSEZ including ports and infrastructure).
• Food Staples and Packaged Foods – rice, sugar and sweeteners, grains and animal feed, edible oils, dairy and packaged foods.
• Commodity Financial Services – risk management solutions, market-making, volatility and asset management, and trade and
structured finance.
Segment results, assets and liabilities include items directly attributable to a segment as well as those that can be allocated on a
reasonable basis. Unallocated items mainly comprise corporate cash, fixed deposits, other receivables and corporate liabilities
such as taxation and borrowings. Assets which are unallocated are common and shared by segments and thus it is not practical to
allocate them.
Management monitors the operating results of its business units separately for the purpose of making decisions about resource
allocation and performance assessment. The measure used by management to evaluate segment performance is different from
the operating profit or loss in the consolidated financial statements, as explained in the table in Note 38(a).
Group financing (including finance cost), which is managed on group basis, and income tax which is evaluated on group basis
are not allocated to operating segments.
The turnover by geographical segments is based on the location of customers regardless of where the goods are produced.
The assets and capital expenditure are attributed to the location of those assets.

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38. Segmental information continued
(a) Business segments
Industrial raw
Edible nuts, spices and Confectionery and materials, Ag Logistics and Food staples Commodity
vegetable ingredients beverage ingredients Infrastructure and packaged foods financial services Consolidated
31 December 31 December 31 December 31 December 31 December 31 December 31 December 31 December 31 December 31 December 31 December 31 December
2017 2016 2017 2016 2017 2016 2017 2016 2017 2016 2017 2016
$’000 $’000 $’000 $’000 $’000 $’000 $’000 $’000 $’000 $’000 $’000 $’000
Segment revenue :
Sales to external
customers 4,491,982 3,981,093 8,136,794 7,710,976 3,876,629 2,784,204 9,767,124 6,110,759 – – 26,272,529 20,587,032
Segment result
(EBITDA) 438,403 331,790 327,709 407,288 197,287 135,182 359,670 330,230 4,896 (1,608) 1,327,965 1,202,882
Depreciation
and amortisation (136,865) (134,707) (99,498) (97,192) (26,662) (24,271) (117,253) (96,996) (402) (315) (380,680) (353,481)
Finance costs – – – – – – – – – – (531,178) (446,248)
Finance income – – – – – – – – – – 65,597 30,248
Exceptional items1 28,001 – – – – – 121,188 – – – 149,189 –
Profit before taxation 630,893 433,401
Taxation expense (79,248) (94,314)
Profit for the financial
year 551,645 339,087
Segment assets 4,051,846 4,185,983 6,054,288 7,212,619 2,914,211 2,794,927 5,960,449 5,642,221 174,111 260,835 19,154,905 20,096,585
Unallocated assets 2 3,143,642 3,372,299
22,298,547 23,468,884
Segment liabilities 447,956 543,317 707,254 1,103,141 561,218 349,162 1,282,132 1,120,138 75,815 107,053 3,074,375 3,222,811
Unallocated liabilities 3 12,603,143 14,611,769
15,677,518 17,834,580
Other segmental
information:
Share of results from
jointly-controlled
entities and
associates 27 – 1,511 (232) 63,324 6,772 2,769 15,620 – – 67,631 22,160
Investments in
jointly-controlled
entities and
associates 1,542 1,245 1,542 2,726 479,827 495,865 588,029 390,002 – – 1,070,940 889,838
Capital expenditure 135,612 139,153 159,472 132,139 99,004 129,561 556,756 350,480 242 460 951,086 751,793

(b) Geographical segments


Asia, Middle East
and Australia Africa Europe Americas Eliminations Consolidated
31 December 31 December 31 December 31 December 31 December 31 December 31 December 31 December 31 December 31 December 31 December 31 December
2017 2016 2017 2016 2017 2016 2017 2016 2017 2016 2017 2016
$’000 $’000 $’000 $’000 $’000 $’000 $’000 $’000 $’000 $’000 $’000 $’000
Segment revenue:
Sales to external
customers 9,809,906 6,823,304 4,854,419 3,646,339 6,784,873 5,466,757 4,823,331 4,650,632 – – 26,272,529 20,587,032
Intersegment sales 10,895,287 6,279,030 3,569,317 2,932,461 1,666,624 2,628,457 3,365,854 2,645,897 (19,497,082) (14,485,845) – –
20,705,193 13,102,334 8,423,736 6,578,800 8,451,497 8,095,214 8,189,185 7,296,529 (19,497,082) (14,485,845) 26,272,529 20,587,032
Non-current assets 4 3,775,732 3,391,133 2,799,057 2,527,224 806,691 803,504 1,373,478 1,573,815 – – 8,754,958 8,295,676

(c) Information on major customers


The Group has no single customer accounting for more than 10% of the turnover.

olamgroup.com olamgroup.com 83
83
Notes to the Financial Statements continued
For the financial year ended 31 December 2017

38. Segmental information continued


1 Exceptional items included the following items of income/(expenses):-
Group
31 December 31 December
2017 2016
$’000 $’000

Wage agreement settlement, USA (6,167) −


Gain on sale of USA orchards farmland 34,168 −
Gain on disposal of subsidiary (Note 13) 121,188 −
149,189 −

2 The following unallocated assets items are added to segment assets to arrive at total assets reported in the consolidated
balance sheet:-
Group
31 December 31 December
2017 2016
$’000 $’000
Cash and bank balances 1,174,552 1,556,636
Fixed deposits 811,799 587,415
Other current/non-current assets 803,901 984,021
Long-term investments 257,519 148,492
Deferred tax assets 95,871 95,735
3,143,642 3,372,299

3 The following unallocated liabilities items are deducted from segment liabilities to arrive at total liabilities reported in the
consolidated balance sheet:-
Group
31 December 31 December
2017 2016
$’000 $’000
Borrowings 11,587,938 13,670,588
Deferred tax liabilities 416,991 505,876
Other liabilities 435,237 350,356
Provision for taxation 162,977 84,949
12,603,143 14,611,769

4 Non-current assets mainly relate to property, plant and equipment, intangible assets, biological assets, investments in jointly
controlled entities and associates and long-term investments.

39. Events occurring after the reporting period


(a) On 19 January 2018, the Company announced the acquisition of 546,000 Ordinary Shares in Long Son Joint Stock Company
(’Long Son’), a company established under the laws of Vietnam, and a Cashew processor, for a total consideration of
US$20,000,000 (approximately S$27,402,000). Following the acquisition, Long Son became a 30% associated company of
the Company; and
(b) On 29 January 2018, all remaining subscription rights under the Warrants (Note 26(d)) which have not been exercised have
lapsed and ceased to be valid.

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@olam
Olam International Limited
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#20-01
Singapore 018936
Telephone (65) 6339 4100
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