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TRANSCRIPT
ANNUAL REPORT 2016
PT. Wahana Pronatural Tbk
PT. Wahana Pronatural Tbk, 2016 Annual Report 2
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Table of Contents
Company Info
The Board of Commissioners Report
The Board of Directors Report
Company Profile
Company Vision and Mission
Summary Financial Statements
Stock Overview
Company Structure
Management Analysis and Discussion
Company's Business Prospect
Good Corporate Governance
Business Risks
Corporate Social Responsibility
Annual Financial Report 42
PT. Wahana Pronatural Tbk, 2016 Annual Report 3
COMPANY INFO
IPO DATE
HEAD OFFICE
: June 22, 2001
: Gedung Bumi Mandiri Tower II Lt.4 R 406-407 Jl. Panglima Sudirman 66 – 68 Surabaya 60271 Indonesia Phone : 031-5352705 / Fax : 031-5352704
Website : www.wapo.co.id Email : [email protected], [email protected]
FACTORY : Jl. Narogong Km.14, Desa Limus Nunggal Kec. Cileungsi, Kabupaten Bogor West Java Province
COMPANY'S BOARDS : Lia Tirtasaputra : Gunawan Ruslim
: Samin : Indra Widyadharma
President Commissioner Commissioner (Independent)
Managing DirectorDirector Director (Independent) : Hugeng Parhito
: Gunawan Ruslim (Chair) Anita Rosalia Gunawan (Member) Nana Nuryana (Member)
: Iwan Setiawan
: KAP. SUPOYO, SUTJAHJO, SUBYANTARA & Rekan Plaza Andhika Blok C.3-4 Jl. Simpang Dukuh 38-40 Phone (031) 5341286, 5473585, Fax. (031) 5314560 Surabaya 60275 - Indonesia
: PT. Kustodian Sentral Efek Jakarta Jl. Jendral Sudirman Kav. 52-53, Jakarta 12190 Phone : 021-52991099 / Fax : 021-52991199
: PT. Bursa Efek Indonesia Jl. Jendral Sudirman Kav.52-53 Jakarta 12190 Registered on June 22, 2001 under the ticker symbol "WAPO"
AUDIT COMITTEE
CORPORATE SECRETARY PUBLIC
ACCOUNTANT
REGISTRAR
STOCK EXCHANGE
STOCK ADMINISTRATION : PT Sinartama Gunita Jl. MH Thamrin Kav 22 No. 51 Menteng Jakarta
PT. Wahana Pronatural Tbk, 2016 Annual Report 4
THE BOARD OF COMMISSIONERS REPORT
Dear Shareholders,
Bless us, O Lord and these thy gifts, our Company succeeded the year 2016 to our satisfaction. We are pleased to announce that the Board of Commissioners has received the Board of Directors report on the Company’s operation in 2016. We have performed supervision function and analyzed the business policies made by the Company’s management under the Board of Director’s direction as well as promoting sales increase, the quality of human resources and Good Corporate Governance implementation to ensure that the principles of transparency, accountability, independency, equality and fairness are implemented in the Company’s management. It is our hope that public trust shall be maintained at all times.
Dear shareholders, global economic condition in 2016 remaining prone to crises, as a result of sluggish and gapping recovery of global economic propensity. The world economic projection was corrected from 3.5% to 3 %. Such correction is attributed to the US economic growth which is not as strong as before. The Fed policies normalization has cause capital outflows, therefore created pressure against the financial market in the region, including Indonesia. Meanwhile China saw its economic contraction, this is unfortunate to Indonesia since China is very important trade partner.
Indonesia saw 5% economic growth in 2016, considerably lower as compared to the 4.7% growth in 2015. Inflation rate in 2016 looming at 3.02% and Rupiah against Dollar exchange rate fluctuated at about 13,400 a dollar. The World Bank predicted that advanced and developing countries in ASEAN shall recover much quicker in 2017-2018. For Indonesia, any credit expansion and any up to oil price shall bring economic growth of about 5.2% in 2017. The government has been stated seriously to keep on promoting upstream businesses and committed to increase fisheries and marine related industries to better the economy of local fisherman. This makes the company remains optimistic no matter what challenges coming in next year.
It is expected that the continuous growth of the Indonesia economic shall increase the level of consumer consumption. The Board of Commissioners believes that the company had performed to increase sales, reduce costs to achieve positive growth. However, it must be admitted that the downturn of global economic condition, especially in China, has a direct impact on the price of seaweed commodities in the world market. On the other hand, the market demand for candy product is cheerful enough to give rise the candy and dreamy sales. Our Board of Directors is exploring new business opportunities and had examined each prospect offered by commodities such as rice, cocoa powder, and any other consumer goods with respect to its network in border regions. Therefore, it is expected that in 2017 we will see some realization of sales from new commodities. In addition, the Company had exercised some human resources development programs through capacities building and training and competence based human resources management.
The Company’s sales in 2016 reached Rp 119.6 billion, whereas in 2015 it only reached Rp 86.3 billion, it is up 38%. Such better performance in sales mostly contributed by candy sales which increased more than 100%, and relatively stable sales of seaweed. In 2016 the sales of dried seaweed is Rp 65.8 billion (55%) and the sales of candy is Rp 53.8 billion (45%). As you knew, the company participated in Tax Amnesty program for its treasury as much as Rp 100 million, the point is that the Company is free of any losses, however such tax amnesty program prevents the Company to deferred its tax assets as much as Rp 11 billion thereby resulting in losses for the year as much as Rp 9.9 billion. For you to know that the Company targets a 20% growth in 2017.
Corporate Governance, evaluate and previde input and direction to the Board of Direstors in tekirrystrategic steps for the Cornpany. We conthue to work closely with the Board af Directors of theCompany especially with the audit committee as well. Our opinion is that the Board of Directors hasmade good efforts and policies for the Company.
Finally we extend our gratitude and appreciation to the directors, management and staff for the(efforts and hard work to tlre Company- The Board, of Cornmissioners also exp*essed appreciation to all*lstakeholders who have contnibuted bcth big and small. We hcpe that better pdorrnance san beachieved in the future.
Surabayq Apnl20l7
*'rf,Lia Tir&usanutraPresident Commissioner
PT. Wahana Pronatural Tbk, 2016 Annual Report 5
PT. Wahana Pronatural Tbk, 2016 Annual Report 6
THE BOARD OF DIRECTORS REPORT
Dear Shareholders,
Bless us, O Lord and these thy gifts, our Company succeeded the year 2016 to our satisfaction. We are pleased to present to you the report on the Company’s success and express our gratitude to all of you who had supported us and continue our mutual relationship for the benefit of the Company. In 2016 the Board of Directors has implement policies on management, supervision and control. Management policies includes policies on finance, production and sales, and the policies on supervision and control includes the Company’s operations evaluation.
In 2016, the management had successfully brought growth to the Company, maintained day to day operations by increasing inventory turnover and cost efficiency in production sector and any other sectors. The global economic condition in 2016 which remaining prone to crises resulted in a slow business climate, such condition worsened by economic downturn and uncertainty in China which negatively affect the Company’s business, our dried seaweed product received the most severe blow because of it. We are all knew that almost 90 percent of our dried seaweed product is export commodity and the biggest chunk of it shipped to China. In addition, the drop in international market price inevitably affect the price here in domestic market. In facing such condition, the Company had to implement more stricter buying policies of raw materials to secure the continuity of supplies to meet the demand. In candy production sector, the demand is considerably high which enable the Company to book a significantly larger sales volume than the previous year. Beside production sector, the Company maintain at all times the quality of its human resources by means of capacity building and training, and competence based human resources management to churn maximum output. What we do is focusing on more sales and less expenses.
The Company’s sales in 2016 and 2015 are Rp 119.6 billion and Rp 86.3 billion respectively, that’s mean the sales is increasing as much 38.6%. Such rise is contributed from candy sales which rose more than 100% and relatively stable dried seaweed sales. In 2016, our dried seaweed production is as much as 11,000 tonnes with sales value of Rp 65.8 billion (55%), and our candy production of about 1,640 tonnes with sales value of Rp 53.8 billion (45%). The Company target for 2017 is to increase the sales as much as 20 percent. The Company business plan on other commodities in 2016 has not yet been realized, however the Company had found prospects of entering consumer goods with respect to its network in border regions.
The Company’s gross profit in 2016 and 2015 are Rp 4.56 billion and Rp 4.71 billion respectively. When compared to 2015 the Company’s gross profit is down by 3.1%. Our expenses for making sales in 2016 and 2015 is Rp 115.1 billion and Rp 81.6 billion. The number is quite big as a result of there is an increase in production costs from Rp 31.4 billion to Rp 52.1 billion. The most expensive is raw material which costs us Rp 47.7 billion. Fortunately, such higher expenses is followed by higher sales, contributed from candy product in particular. Initial finished product inventory valued at Rp 17.7 billion, whereas purchasing in 2016 is as much as Rp 66.4 billion.
In 2016 the Company’s net profit is Rp 1.03 billion. However, as a result of the Company participated in tax amnesty program and the implementation of PSAK 70 as the accounting standard used by the Company in accounting its tax assets, the Company is obligated to write off its deferred tax assets which arising from the Company’s accumulated losses for the year 2015 of Rp 10.7 billion, therefore such deferred tax write-off created loses as much as Rp 9.9 billion in the Company’s book.
push the economy to grow ts 5.2e/ain2..t-1'7- The govemrnent also said it contir'rues to encourageand commit tc inuease Business in the field of fisheries and maring uphold the law and protect themaritime interest to grow the fishermen's economy in the region.
The Board of Directors together with the Board of Cornmissioners will conduct an evaluation andsupervision of business activities, as well as perform cost efficiency with prudent financialmanagement. The Bcard of Directors is also ccmmitted to implernenting good CorporateGoverraamce in the organization. The Cornpany has independeut commissionerq iudependemdirectors and audit committees tc ensure &e application of principles of transprency,accountability, irdependence, equrty and fairness in managing the Company.
Finally we are on behalf of all Board of Directors, expressing our gratitude and appreciation to ourshareholders, suppliers, customers, employees, business partners and all parties for their hard worhdedicaticn and oontribution to the Cornpany. We hope that with full support, the Cornpany'sbusiness activities will impruve in the ftrklre"
Surabaya, Api120l7
PT. Wahana Pronatural Tbk, 2016 Annual Report 7
PT. Wahana Pronatural Tbk, 2016 Annual Report 8
COMPANY PROFILE
Company’s Background
The PT Wahana Pronatural Tbk (”Company”), is dully established in 1979. It was begun as CV Phonix Mas 1979 which engaged in the business of trading crops and marine products. The success of Its inter-insular trading enabled the Company to export its products. In 1989 the Company expand its operation to cashew nuts processing plant in Mataram, Nusa Tenggara Barat to process some of its product into semi-finished products and finished goods. In 1993 PT Golden Phoenix is dully established under the deed number 096 made before the Notary Wahyudi Suyanto SH. In Surabaya. PT Golden Phoenix is the parent company of CV Phoenix Mas which process seaweed into carrageenan (dried seaweed). Sometimes later in 1996 PT Golden Phoenix changed its name to PT Wahana Yuda Mandiri and in 2000 changed again its name to PT Wahana Phonix Mandiri under the deed number 44 dated January 31, 2000 made before Yonsah Minanda, SH. Notary in Jakarta.
In June 22, 2001, the Company listed its stock at the Indonesia Stock Exchange (formerly Jakarta Stock Exchange) by IPO of 200,000,000 (two hundred million) stocks at nominal value of Rp 100,- (one hundred Rupiah) a stock at offering price of Rp 175,- (one hundred seventy five Rupiah) a stock.
At the end of 2011 the Company restructured its business by acquisition of an asset which is a candy processing plant in Bogor, West Java and began its operation in 2012. At the same time, the Company divested its share in a subsidiary which is PT Phonix Mas Persada to improve its financial structure. The Company domicile is in Surabaya, its head office is in Gedung Bumi Mandiri Tower II Lt. 4 R 406-407Jl. Panglima Sudirman 66 – 68 Surabaya. In 2012 the Company’s General Meeting agreed to change the Company’s name to PT Wahana Pronatural Tbk under the Deed of Shareholders Decision No. 2 dated June 2, 2012 made before Wachid Hasyim SH., Notary in Surabaya and has obtained approval from The Republic Of Indonesia Minister of Justice and Human Rights as provided under the decree No. AHU.41594.AH.01.02.Tahun 2012 dated August 1, 2012.
Company’s Businesses The Company engaged in trading, construction, industry, mineral trading, agriculture, printing, transportation, and services. The Company’s main commodities are crops and marine products such as dried seaweed, candy, coffee and chocolate. The Company’s major market for its seaweed products is domestic market. In construction business, the Company provide general contractor services. To diversify and expand its main business, the Company began to produce candy under several brands and for several segments in 2012.
PT. Wahana Pronatural Tbk, 2016 Annual Report 9
COMPANY'S VISION AND MISSION
Company's Vision: The leader in agroindustry of processing Indonesia’s natural products.
Company's Mission: 1. To integrate its seaweed processing business with agricultural products that can be a winner in
international market;2. To be an industry player as a food and beverages company of healthy and awesome character
products;3. To make some contributions to the local Government revenue, and to better the welfare of local
farmers and fishermen;4. To grow and develop the Company’s business and to better the people’s economic welfare;5. To create new jobs and to improve the local people’s economic welfare in agriculture, plantation, and
industrial sectors;6. To improve the Company’s profit or revenue as the basis of growth and expansion.
Company's Strategy: 1. Increase production capacities by better approach to seaweed farmers and fishermen;2. Cost efficiency in raw materials inventory by better turnover, better deal and better quality;3. Raise capital and financing from banks or financial institutions both private or government related;4. Create some powers which add value and excellent benefit (from raw materials and its wastes);5. Cooperate with local government and any other institutions, to improve the Company’s infrastructure
and production in particular;6. Better working ethos and professionalism of all the Company’s personnel, business management
system, administration, organization and information.
PT. Wahana Pronatural Tbk, 2016 Annual Report 10
SUMMARY FINANCIAL STATEMENTS
Summary of Financial Statements of PT Wahana Pronatural for the past 3 (three) years is as follows:
(in million Rupiah, unlesss stated otherwise)
2014 2015 2016 Restated
TURNOVER Net Sales 144,379 86,307 119,680 Gross Profit (Loss) 4,772 4,714 4,565 Operating Profit (Loss) 78 477 576 Comprehensive Profit (Loss) 177 285 (9.999) Outstanding Shares 520 520 520
Earning Per ShareBasic 0,34 0.51 (19,17) Diluted 0,55 0.84 (31,15)
FINANCIAL POSITIONNet Working Capital 8,977 (56,627) (52,434) Current Asset 32,736 34,687 46,796 Non-Current Asset 76,308 72,885 59,098 Short-Term Liabilities 23,759 91,313 99,230 Long-Term Liabilities 70,118 805 1,110 Equity 15,167 15,452 5,553
BUSINESS RATIO (%) Gross Profit Margin 3.31 5.46 3.81
(Operating Profit Margin) 0.05 0.55 0.48
(Net Profit Margin) 0.12 0,33 (8,35)
(Return On Assets) 0.16 0,27 (9,44)
(Return On Equity) 1.17 1,85 (180,06)
FINANCIAL RATIOS (%) (Current ratio)
137.78 37.99 47,16 (Debt to Equity)
618.97 596.16 1,806.96 (Debt to Assets)
86.09 85.64 94,76
PT. Wahana Pronatural Tbk, 2016 Annual Report 11
STOCK OVERVIEW
The Company's Shareholders Composition can be summarized in the table below :
ShareholdersNominal Value Rp 100 per Share
Issued andPaidShare Capital
OwnershipPercentage
Amount (Rp)
PT. Pesona Bangun Mandiri 55,000,000 10.58 5,500,000,000 PT. Mitra Niaga Sakti 55,000,000 10.58 5,500,000,000 PT. Surya Pelangi Mandiri 100,000,000 19.23 10,000,000,000 PT. Hijau Sari 100,000,000 19.23 10,000,000,000 Masyarakat (dibawah 5%) 210,000,000 40.38 21,000,000,000
Total 520,000,000 100.00 52,000,000,000
Stock Price
The Company's share price in 2016 as compared to 2015 :
REGISTERED MARKET TRADEHI LO OPEN
VOLUME DISTRIBUTION (Unit) SHARES CAPITALIZATION VOLUME
QI 81 62 69 15,155,400 520,000,000 108,160,000,000 515,000
QII 85 61 75 4,086,200 520,000,000 113,360,000,000 -
QIII 85 55 55 2,301,400 520,000,000 95,680,000,000 -
QIV 85 50 54 707,800 520,000,000 84,760,000,000 -
REGISTERED MARKET TRADEHI LO OPEN
VOLUME DISTRIBUTION (Unit) SHARES CAPITALIZATION VOLUME
QI 70 50 70 2,366,400 520,000,000 91,000,000,000 50,000
QII 70 52 58 1,679,600 520,000,000 92,040,000,000 -
QIII 67 51 55 999,700 520,000,000 85,280,000,000 618,100
QIV 65 50 53 1,286,600 520,000,000 83,720,000,000 -
PERIOD2016
PRICE (Rp.)
PERIOD2015
PRICE (Rp.)
PT. Wahana Pronatural Tbk, 2016 Annual Report 12
IPO Chronology and New Issue
On June 22, 2001, the Company listed its shares on the Indonesia Stock Exchange (formerly Jakarta Stock Exchange) by conducting an initial public offering of 200,000,000 (two hundred million) shares at a nominal value of Rp100, - (one hundred rupiah) per share at the offering price of Rp.175 , - (one hundred and seventy five rupiah) per share. In 2011, the Company increased its authorized capital from 1,000,000,000 (one billion) shares to 2,000,000,000 (two billion) shares.
Major and Controlling Shareholders
-Lia Tirtasaputra (50%) -Thelly Rope (70%) -Felicia Alim (50%) -Evelia (30%)
-Willianto A (50%) - Lia Tirtasaputra (50%) -PT Daya Difensa Indonesia (50%)-Junia Linardi (50%) -Anita Rosalia (50%) -PT Katalis Pesona Makmur (50%)
PT. WAHANA PRONATURAL TBK520 Million Shares
Masyarakat210 Million(40,38%)
PT. Hijau Sari100 Million
PT. Surya PelangiMandiri
100 Million (19,23%) (19,23%)Bangun Mandiri
55 Million (10,58%)
PT. Mitra NiagaSakti
55 Million (10,58%)
PT. Indo KreasiPratama (70%)
PT. MitrayaTrasia (30%)
PT. Pesona
PT. Wahana Pronatural Tbk, 2016 Annual Report 13
COMPANY'S STRUCTURE
Management Composition The Company's Boards in accordance with the Deed made before Notaris Wachid Hasyim,S.H., No.12 dated July 20, 2016 is as follows:
Commissioners
President Commissioners : Lia Tirtasaputra Commissioner (Independent) : Gunawan Ruslim
The Board of Directors
Managing Directors : Samin Director : Indra Widyadharma Director (Independent) : Hugeng Parhito
Audit Committee
Chair : Gunawan Ruslim Member : Anita Rosalia Gunawan Member : Nana Nuryana
Operation Manager : Iwan Setiawan Accounting Manager : Artha Lovie W Production & Marketing Manager : Indra Widyadharma Corporate Secretary/Legal : Iwan Setiawan
Board of Directors
Operational Manager AccountingManager
Finance
Corporate Legal
BOARD OF COMMISSIONERS
Production & Marketing Manager
Corporate Secretary
Accounting
Legal
Permits
Logistic
General
Manufacturing
Trading
Audit Committee
PT. Wahana Pronatural Tbk, 2016 Annual Report 14
In accordance with the Company’s articles of association, each member of the Board of Commissioners and the Board of Directors serves for 5 years and the last date of their service is on June 20, 2021. Each member of the audit committee shall serves for such terms likewise. .
Management Profile
THE BOARD OF COMMISSIONERS :
Lia Tirtasaputra President Commissioner
Born in Jakarta in 1975, graduated from Universitas Indonesia in Jakarta, begin her career as financial analyst in PT. Inti Salim Corpora, financial controller in PT Sioen Indonesia and sales administration manager in PT. Johnson Johnson Indonesia. Prior to her service with the Company, she served as director, managing director and president commissioner in several other companies. Since 2011 she served as the president commissioner of PT Wahana Pronatural Tbk.
Gunawan Ruslim Commissioner (Independent)
Commissioner (Independent) (age 48), a bachelor of accounting graduated from Universitas Katolik Parahyangan in 1991, he graduated as Magister Management from Universitas Indonesia in 1995, he is a Ph.D. Candidate in Finance in Universitas Katolik Parahyangan. He has experience as lecturer in several colleges in Jakarta, such as in Universitas Trimurti and Universitas Indonesia. At present, he is a lecturer in Universitas Podomoro Jakarta. Prior to his service with the Company he held several important positions in several other companies including director position. Since 2014 he serves as independent commissioners of PT Wahana Pronatural Tbk. He was appointed by the general meeting decision (GM) dated June 20, 2016, as provided under the Deed No.12 dated July 20, 2016 made before the Notary Wachid Hasyim SH., in Surabaya and has obtained approval from the RI Ministry of Justice and Human Rights as provided under the decree No.AHU-AH.01-03-0069156 dated August 4, 2016. He is an independent commissioner that he doesn’t have any share in the Company.
PT. Wahana Pronatural Tbk, 2016 Annual Report 15
Indra Widyadharma Director
Born in Surabaya in 1974 (age 42), graduated as Master of Bussines Administration (MBA) from City University in the US, begin his career as finance manager in Sea Technology LLC in the US in 1998, upon returning to Indonesia in 2001 he continues his career as oil and grains analyst in CV Palma Surabaya which engaged in oleum trade and several other commodities. In 2008, he founded and the director of CV Surya Terang Asia Raya, which engaged in seaweed trade and nursery. In 2011, he joined the Company as director.
His responsibilities are: - Company’s operations, sales, purchasing and project planning.- Internal control and finance.- Day to day internal control structure and operational decision making.
THE BOARD OF DIRECTORS:
Samin Managing Director
Born in Tanjung Pinang in 1968 (age 49), graduated as Magister Management (S2) from Universitas Pancasila Jakarta in 1998, begin his career as accounting staff in PT Halim Adibina Management in 1991, and then as accounting manager assistant in PT Besindo in 1996. Prior to his service with the Company, he served as general manager and director in several other companies. Since 2011 he serves as the managing director of PT Wahana Pronatural Tbk.
He is responsible for all the Company’s management, his particular technical responsibilities include:- Company’s Management by risk management and corporate governance.- Accounting and book keeping practice implementation as applies to a public company.- Business strategy formulation, budgeting and internal audit function.
PT. Wahana Pronatural Tbk, 2016 Annual Report 16
a. Better Waging and Salary
Hugeng Parhito Director (Independent)
Born in Solo in 1951 (age 66), graduated from Lembaga Pendidikan Manajemen in 1974 and a Post Graduate Diploma from Warren J Keagan in 2000. Begin his career in PT Sati Indonesia, marketing manager in PT Indo Marco and marketing director in PT Indomiwon Citra Inti. Prior to his service with the Company he served in several other companies holding top management position as director or president director. In 2011 to 2014 he served as an independent commissioner in the Company holding multirole as the chair of audit committee. And since 2014 he served as independent director of PT Wahana Pronatural Tbk. He was appointed by the general meeting decision (GM) dated June 20, 2016, as provided under the Deed No.12 dated July 20, 2016 made before the Notary Wachid Hasyim SH., in Surabaya and has obtained approval from the RI Ministry of Justice and Human Rights as provided under the decree No.AHU-AH.01-03-0069156 dated August 4, 2016. He is an independent director that he doesn’t have any share in the Company.
HUMAN RESOURCES
The Company acknowledge the importance of human resources as key success factor of its business. To better the quality of its employees, the Company provide its employees with opportunities to participate in training program. The Company in 2016 employed 9 employees (audited) all of them are full time employees in different levels and positions, education, age and knowledges.
Concerning human resources management, the Company holds several basic principles which serves as guidance for each leader in every organizational unit. Such basic principles is the basis for every supervision carried out to each employees, this is to internalize the company’s value into every individual in the Company. To better the quality and productivity as well as to motivate its employees, the Company provides them with the following HR programs:
The company set a minimum standard wage. The amount of wage/salary is a subject to the minimumstandard set by the government including regional minimum wage for the current year. So far, theCompany set minimum standard wage/salary above the minimum standard set by the government.Therefore, the Company’s employees receive better welfare and live a decent life because of higherwage/salary.
In general, the basic benefits and facilities provided by the Company for its employees is in accordance with the provisions under Act 13 of 2003 on Labour which includes health/medical care by reimbursement system, health insurance for all employees including membership in BPJS Kesehatan dan BPJS Ketenagakerjaan (Indonesia government program on labour healthcare and welfare social services). To support its employees’ mobility, the Company paid for their transportation, communication and any other benefits. The Company believes such benefits and facilities will enable each job to be done properly and effectively.
b. Benefits and Facilities
PT. Wahana Pronatural Tbk, 2016 Annual Report 17
by Positions:
Description Total % 5 55.55 2 22.22
The Boards Manager Staff 2 22.22 Total 9 100.00
by Age :
Description Total % 7 77.77 2 22.22
Age 40 above Age 30 – 40 Age18 – 30 - - Total 9 100.00
Currently, the total number of the Company’s employees is only 9 people, yet the company can be ran effectively. In its trade, the Company assigns an area staff in several regions to purchase commodities from farmers and farmers group. Currently we have two staffs who works full time in Kalimantan and Sulawesi and nearby regions. Each staff is having direct relationship with the farmers and farmers group. Whenever necessary, they may recruit daily contract workers. Whereas candy manufacturing in Bogor, West Java, the Company appoints a third party to perform production and marketing. The Company’s head office run by the Board of Directors, operations manager, and finance and administration manager.
Description Total % 4 44.44 4 44.44
Graduate Undergraduate High School 1 11.11 Total 9 100.00
c. Training and Capacity Building
The Company has some agreement with labour union concerning some allowances for its employees to held a gathering and a forum provided that the union is exist for the mutual benefit both of the Company and the employees, in such communication forum the Company is represented by the Management. The following table provide details on employee’s position, education, age and knowledge and the current total number of the Company’s employees:
There are three types of training program provided by the Company: better productivity andorganizational quality program, leadership and professionalism program to build positive mindset andself-development program. The more the Company increase its business activities anddiversification, the more it requires more skillful labour in its operation and to achieve efficiency.The Company has held some training on Good Manufacturing Practices (GMP), Hazard Analysis andCritical Control Points. (HACCP) related to manufacturing activities and Health Certificate (HC).In addition, the Company has carried out socialization to disseminate information on thegovernment laws and regulation as a routine activity which followed up by, including stockexchange monitoring. The Company is an active participant of Indonesia Issuer Association (AEI)and Indonesian Corporate Secretary Association (ICSA).
by Education:
PT. Wahana Pronatural Tbk, 2016 Annual Report 18
MANAGEMENT ANALYSIS AND DISCUSSION
In this report we present management analysis and discussion on the Company’s financial statements and any other important information with emphasis on material changes.
Production and Sales
Within 2016, the Company accounted net sales as much as Rp. 119.68 billion, from the sales of dried seaweed and Candy. Dried seaweed is the Company’s main commodity which total production amounted to 11,000 tonnes in 2016. Whereas candy production amounted to 1,640 tonnes in 2016, currently the Company is producing some variants of candies. The sales is up 38% than the previous year. Such increase in sales contributed largely from candy sales which is up 100%. Whereas dried seaweed sales is relatively stable. However, the prospect for dried seaweed is very good. The international demand for it is very high, but the export market price fluctuating between Rp 9,000/kg and Rp 12,000/kg (for dried seaweed of 35% moisture). The competition at farmers and first level trader is very uncertain which forced the Company to implement more stricter and very selective in raw materials purchase. The Company decided that agribusiness product will still the main Company’s product and will be prioritized in its sales. However, the Company is expecting to see some profit from any other commodities such as chocolate, coffee and nutmeg. .
The Company has a candy manufacturing facilities in Bogor, West Java which production lines is as follows:
- Soft Candy Lines of 200,000 kg/month capacity- Hard Candy Lines of 173,000 kg/month capacity- Snack Candy Lines of 136.000 kg/month capacity- Depositing Candy of 275.500 kg/month capacity
The Process of Candy Production
The big picture of candy production can be depicted by the following flow chart:
1. DISSOLUTION
2. COOKING
2. MIXING
3. COOLING 1
5. SHAPING
6. COOLING 2
7. WRAPPING
8. FINISHEDCANDY
PT. Wahana Pronatural Tbk, 2016 Annual Report 19
Financial Position (Balance Sheet)
Assets
The Company’s assets are stated as much as the cost of its acquisition less its accumulated depreciation, except for land. The Company's assets for the financial year which ended on December 31, 2016 and 2015 amounted to Rp 105.9 billion and Rp 107.6 billion, respectively.
The Company's assets in 2016 slightly decreased by Rp 1.6 billion or 1.5% compared to the previous year. Receivables from third party increased from Rp 5.5 billion to Rp 10.9 billion in 2016. Total inventories also increased from Rp 24.8 billion to Rp 30.8 billion in In 2016. While the accumulated depreciation of machinery, buildings and equipment amounted to Rp 3.1 billion. Current assets in 2016 and 2015 is as much as Rp 46.8 billion and Rp 34.6 billion, respectively, whereas non-current assets in 2016 and 2015 is as much as to Rp 59.1 billion and Rp 72.9 billion respectively. No material impact to assets changes in general.
The collectability level of receivables is very good because there is no receivable with maturity more than 30 days, as summarized in the table below:
Accounts Receivable 2016 % Not yet due 10,917,361,498 100.0% Due : • 01 - 30 days• 31 - 60 days• 61 - 90 days• 91 - 120 days
- 0.0%- 0.0%- 0.0%- 0.0%
10,917,361,498 100,0%
The Company's assets in graphic is as follows :
PT. Wahana Pronatural Tbk, 2016 Annual Report 20
Liabilities
The Company's liabilities for the financial year which ended on December 31, 2016 and 2015 amounted to Rp 100.3 billion and Rp 92.1 billion, respectively.
The Company's liabilities in 2016 increased by Rp 8.2 billion or 8.9%. The increase was due to short-term liabilities that increased from Rp 91.3 billion to Rp 99.2 billion, largely because of there is an increase in debt as much as Rp 4.2 billion, down payment as much as Rp 2 billion and tax debt as much as Rp 2 billion. Whereas no material changes to the Company’s long-term liabilities.
The Company’s short-term liabilities for the year 2016 and 2015 is as much as Rp 99.2 billion and Rp 91.376 billion, respectively. Whereas long-term liabilities for the year 2016 and 2015 is as much as Rp 1.1 billion and Rp 0.8 billion, respectively.
The table below summarized the Company’s liabilities:
Accounts Payable 2016 % Not yet due 6,243,997,808 45.3% Due : • 01 - 30 days 2,992,068,581 21.7% • 31 - 60 days 3,110,201,582 22.6% • 61 - 90 days 1,207,425,019 8.8% • 91 - 120 days 221,781,669 1.6%
13,775,474,659 100.0%
The Company's liabilities in graphic is as follows :
Equity
The Company's equity for the financial year which ended on December 31, 2016 is Rp 5.5 billion, whereas in 2015 the amount is Rp 15.4 billion..
The Company's equity in 2016 is lower than 2015, due to the accumulated deficit from Rp 48.9 billion to Rp 58.9 billion. The Company’s authorized capital is as much as 2,000,000,000 shares with par value of Rp 100 per share. The Company’s total issued and paid up capital is as much as 520,000,000 shares, and the Company’s additional paid-in capital is as much as Rp 12.5 billion.
PT. Wahana Pronatural Tbk, 2016 Annual Report 21
The Company's equity in graphic is as follows : :
Sales and Profitability
The Company classifies its business into two business segments: the sale of crops and marine products (agribusiness) and candy products. The Company's sales during 2016 amounted to Rp 119.6 billion. The sales is increased by 38% percent when compared to 2015 or equivalent to Rp 86.3 billion. Dry seaweed is the Company’s main commodity which total production is as much as 11,000 tonnes with sales value of Rp 65.8 billion (55%), whereas candy production in 2016 is as much as 1,640 tonnes with sales value of Rp 53.8 billion (45%). Increase in sales largely contributed by the sales of candy product which increased by more than 100%. Whereas the sales of dried seaweed is relatively stable. However, the prospect for dried seaweed is very good. The international demand for it is very high, but export market price is highly fluctuative therefore the Company implement more stricter policies and very selective purchase. However, the Company is optimistic that it will keep up in the following years. The Company targets a 20 percent increase in sales in 2017.
Sales contribution by volume can be summarized as follows:
2016 %65,842,858,579 55.0%• Seaweed
• Candy and dreamy 53,837,540,072 45.0%119,680,398,651 100.0%
Sales
Sales
PT. Wahana Pronatural Tbk, 2016 Annual Report 22
The Company's sales in graphic is as follows :
Gross Profit (Loss)
The Company's gross profit for 2016 and 2015 is as much as Rp 4.56 billion and Rp 4.71 billion, respectively. When compared to 2015 the Company’s gross profit is down by 3.1%. The cost of goods sold for the year 2016 and 2015 is amounted to Rp 115.1 billion and Rp 81.6 billion.
Largely because of higher production costs which increased from Rp 31.4 billion to Rp 52.1 billion. The highest increase is on the cost of raw materials as much as Rp 47.7 billion which is doubled than in 2015 that the amount is Rp 23.5 billion. Fortunately, this increase followed by increase in sales, especially candy sales. The Company’s initial inventory of finished goods is Rp 17.7 billion, whereas the Company’s purchases in 2016 is as much as Rp 66.4 billion.
Operating expenses
The Company's operating expenses during 2016 amounted to Rp 3.98 billion, while in 2015 it was Rp 4.23 billion. In general no significant changes in 2016 as compared with 2015. The costs of logistic services slightly increased. The Company gives salary raise, better welfare, transportation and business travel allowances to its employees. The Company’s tax related expenses is down by Rp 61 million.
Operating income
The Company's operating income in 2016 and 2015 is as much as Rp 575 million and Rp 476 million, respectively. The details of other incomes (expenses) consist of interest income, bank fees/administration fees and checking account taxes. Such expenses is without receipt. General and administrative costs are relatively changed slightly as compared to the previous year.
Comprehensive Income (Loss)
In 2016, the Company’s net profit is much as Rp 1.03 billion However, as a result of the Company participated in tax amnesty program and the implementation of PSAK 70 as the accounting standard used by the Company in accounting its tax assets, the Company is obligated to write off its deferred tax assets which arising from the Company’s accumulated losses for the year 2015 of Rp 10.7 billion, therefore such deferred tax write off created loses as much as Rp 9.9 billion in the Company’s book. The company targets a 10 percent profit increase in 2017 from the sales of its dried seaweed and candy, while for other products the sales are expected to be realized in 2017.
PT. Wahana Pronatural Tbk, 2016 Annual Report 23
The Company's profit (loss) in graphic is as follows :
Cash flow
Cash and cash equivalents at the end of 2016 and 2015 amounted to Rp 1.27 billion and Rp 1.09 billion, respectively. In 2016 cash receipts from customers is as much as Rp 116.3 billion while in 2015 the amount is as much as Rp 94.48 billion. Payments to suppliers in 2016 and 2015 is as much as Rp 116.8 billion and Rp 92 billion, respectively. The Company receives an advance from customers which provides enough cash for the Company to purchase raw materials. The total net cash from operating activities in 2016 is as much as to Rp 170 million, while in 2015 the amount is as much as Rp 528 million. In 2017, cash receipts from customers and payments to suppliers have increased in line with the increase of raw materials purchase and the increase in sales.
Liquidity and Solvency Ratios
Liquidity
The Company’s liquidity is determined from its current ratio, which is the ratio of its current assets to its current liabilities. Liquidity is an indicator of the Company's ability to meet all short-term liabilities using its current assets. As of December 31, 2016, and 2015 the Company’s current ratio is 0.47 times and 0.37 times, respectively. This is as a result of the Company’s short-term liabilities due payable to its shareholders and a result of Company’s debt following shares conversion. The company's ability to meet all its obligations is improving. Better liquidity largely contributed by higher cash and cash equivalents and receivables from third parties and inventory purchases.
Solvency
Solvency is the Company’s ability to fulfill its obligations using its assets or equity. The Company’s solvency is determined from its liabilities to equity ratio (solvency equity), and its liabilities to assets ratio (assets solvency). The Company's solvency as of December 31, 2016 is 18 times, whereas in 2015 the Company's solvency is 6 times. This is a very good indicator of the company's ability to fulfill its obligations.
PT. Wahana Pronatural Tbk, 2016 Annual Report 24
Accounts Receivable Ratio
The Company’s accounts receivable tightly correlated with the volume of credit sales, because the accounts receivable is stated whenever the Company making sales under credit terms of payment. Receivable Turnover is total sales divided by trade receivables. The Company’s total sales in 2016 and 2015 is as much as Rp 119.6 billion and Rp 86.3 billion, whereas accounts receivable in 2016 and 2015 is as much as Rp 10.9 billion and Rp 5.57 billion, respectively.
The Company’s accounts receivable ratio in 2016 is 10.9 times, in 2015 the ratio is 15.5 times. This is a very good indicator of the Company’s turnover and lower needs of working capital to cover the Company’s accounts receivable. The Company keep its sales policies on credit and cash payment.
Capital Structure
The Company's Capital Structure in 2016 is as follows:
-
--
Share Capital - Nominal Value at Rp 100 per share:Authorized Capital – 2,000,000,000 sharesIssued Capital – 520,000,000 shares Rp. 52,000,000,000Paid Capital – 520,000,000 shares Rp. 52,000,000,000Additional Paid Capital Rp. 12,545,405,615Retained Earnings Rp. -
- Shares in portfolio 1,480,000,000 shares
The Company’s policies on capital structure (structure and composition of funds available for the Company) are:- The Company’s uses of retained earnings firstly to finance operations and business development.- Fluctuative advance payments from customers is allocated to purchase inventory.- If retained earnings is insufficient to finance its operations, the Company will seek financing from
third party (banking or other financial institutions)
Such Company’s policies is determined in consideration of the risks of each financing. The latter policy is resorted in consideration of the Company’s future.
PT. Wahana Pronatural Tbk, 2016 Annual Report 25
COMPANY’S BUSINESS PROSPECT
A. Agribusiness Products
The commodities of plantation and marine products are widely used in various industries rangingfrom food, medicine and other consumption both in domestic and foreign markets. Indonesia and itslarge population has long been known as an agrarian country with abundant produces and wellknown in the worldwide. Indonesia is also well known for its long coastline. According to the 2008United Nations correction, Indonesia is the fourth longest-standing country in the world, after theUnited States (US), Canada and Russia, with 95.181 km coastline, therefore we have a very goodpotential of marine related products.
The food and beverage industries has great potential to keep growing, there are still many rawmaterials from agriculture, plantation and marine that have not been processed in Indonesia. Thegovernment has shown its seriousness to develop the economy in coastal regions and to better theeconomy of local fisherman by laws and regulations on coastal regions development and eradicationof illegal fishing. In addition, the Government also had stated commitment promote upstream anddownstream businesses, fisheries, and marine sectors to better the economy of local fishermen. Suchgovernment commitment provides the ground believe for better future of the Company. In 2016, theCompany focuses on agribusiness commodities where the company has long experience and abilityto seize any opportunities in the development of new sales from non-production businesses.
Dried Seaweed Business Prospects
In seaweed sector, Indonesia is one of the world's largest seaweed producers. The types of seaweedwidely developed are Gracillaria, Eucheuma Cottoni, Eucheuma Spinosum. By 2016 the nationalseaweed production reaches more than 1,000,000 tonnes (dried). However, the national industryabsorption is estimated at only 200,000 tonnes.
Currently, dried seaweed products are widely exported as raw materials, 25-30% of it absorbed bydomestic industry, the rest is exported. The main export destination countries are China, Philippines,Malaysia, Chile and Europe. The world market demand continues to rise each year, Internationalmarkets demand for eucheuma cottoni type dried seaweed is more than 500,000 tonnes per year.Meanwhile, the world demand for gracillaria dried seaweed, which is a gelatin ingredients, is morethan 100,000 tonnes per year.
According to data from the Indonesian Seaweed Association (ARLI), Indonesia is located in theCoral Triangle region which is a suitable place to cultivate seaweed in coastal areas. The prospect ofprocessed seaweed in the country is still large from huge demand by various industries which useprocessed gelatin and carrageenan as gelling agent, emulsifiers, thickener, purifier, natural mixingmaterials, and fertilizer. In addition to be used as food, it is also widely used in pharmaceuticalindustry for medicine and cosmetics.
The Ministry of Marine and Fisheries (KKP) has released an official notes on Indonesia seaweedcommodity competitive edge and the necessity to develop downstream industries to seize theopportunities from processed seaweed products. Indonesia truly is a country with abundant anddiverse seaweed resources. And seaweed is our primadona. Therefore, it is highly reasonable for usto target an increase in seaweed sales by 20 percent in 2017.
PT. Wahana Pronatural Tbk, 2016 Annual Report 26
B. Candy and Dreamy Products
Candy and Dreamy long-term prospect is very promising. Candy and dreamy, the two are a real treatfor children and teenager. To satisfy our customers, the Company prioritizes the quality of theproduct by healthy raw materials and new products innovation. Currently our star is white coffeecandy. In 2016 candy contribution to sales is as much as Rp 53.8 billion or 45 percent of the totalsales. Candy sales is projected to continue increasing. The Company appointed third parties toproduce and market its candy, without compromising the quality. The company targets a 20 percentincrease in sales of this product by 2017. Because we have the capacity to support an enormous sales.
Target and Projection Comparison
The Company sets a 20 percent growth for 2016 20 and what’s happened was the Company successfully exceeding its target, the growth is up by 38.6 percent. This is largely contributed by the increase of candy sale which is up by 100%. Whereas seaweed sales are relatively stable. For the 2017, the Company again targets at least 20 percent growth.
The Company constantly carry out evaluation of its policies, with emphasis on policies related to production costs and maximum efficiency. The targeted/projected growth by the Company in the next year largely based on the prospects of each business unit, agro and candy.
Marketing Aspects
The Company’s strategy to win the market are:
- Customer satisfaction oriented by Company’s actions to the satisfaction of the customer’s needs,wants, and expectation as indicated by repeat order.
- Maintain good relationship with buyer, having good knowledge of each character product demand.- Only dealing with buyers of good ratings and good creditworthy which positively affect the
Company’s turnover and cash flow.- Quality control to the market standard which ensure continual sales.- Quality control to the costumer’s standard which ensure the Company’s reputation as their first
choice.- Market expansion, both domestic and international, by serving them with other commodities.
Dividend Policy
In the General Meeting held in June 2016, the Company agreed to state the profit from the financial year 2015 as retained earnings to strengthen the Company's capital structure, thus the Company announcing no dividends for the year. The dividend policy for the financial year 2016 will be decided in the next General Meeting. Concerning dividend, the Company’s distribute it in accordance with the provisions under the Company’s article of association and the applicable laws and regulations on capital market. .
PT. Wahana Pronatural Tbk, 2016 Annual Report 27
CORPORATE GOVERNANCEGood Corporate Governance
General
The Company recognizes the importance good corporate governance (GCG) implementation which significantly affect the investors’ confidence in the company. GCG implementation by the Company is in accordance with the principles of transparency, accountability, responsibility, independence, fairness and equity, which believed to be a critical key success factors to ensure the Company’s better future. Pursuant to the Financial Services Authority Regulation No.32 / POJK.04 /2015 on Public Company Corporate Governance, the Company consistently implements Good Corporate Governance at the heart of its operations under the following principles:
Transparency and Disclosure Dissemination of information which shall be announced to public (i.e. in the event of corporate
actions related to material transactions the Company will announces such transaction and notifies theFinancial Services Authority (OJK) and the Indonesia Stock Exchange.)
Information disclosure to the shareholders of which it may concern (i.e. in the event of changes to theCompany’s ownership structure and majority shareholders.)
Transparency on significant events. Regular report on the Company's audited financial statements by certified public accounting office to
the Financial Services Authority and the Indonesia Stock Exchange and published it publicly innational newspapers.
Provide Company's official website as a part of investor relationship management.
Accountability Principles In the implementation of accountability, the Company has clear definition on the functions, the
rights, the obligations, the authorities, and the responsibilities divided among shareholders, board ofcommissioners and the board of directors.
The Company has an audit committee, has an independent commissioners and an independentdirectors..
At a regular interval but at least once a year, the Company held General Meeting, Public Expose andwhenever the Company takes a corporate action with material impacts the Company’s decision is asubject to shareholders’ approval in a General Meeting..
Responsibility The Company’s responsibilities, among many, is to complies with the applicable laws and regulations on tax, industrial relationship, occupational health and safety, environmental protection, maintaining a conducive business environment with the community, etc. Under this principle, the Company believe that its operations shall always be on its track, the company also has some responsibilities to its shareholders and stakeholders.
Internal Control and Supervision System
The Company implements internal control and supervision effectively to the max. The number of human resources (HR) owned by the Company is relatively small in number and a balanced scope of work. This is in accordance with the current business that is mostly in the field of trade. In its operations, top decision-maker is the one who responsible for all the Company’s decisions.
PT. Wahana Pronatural Tbk, 2016 Annual Report 28
This applies to all departments and divisions both finance, operations and warehouse. Every activities and works shall be reported to top decision maker.
Such method works for the company in evaluating and improving the risk management effectiveness, internal control and corporate governance implementation. as every plan and realization can be done, known, and controlled properly. However, the management will makes adjustment accordingly to any changes in the Company’s operations.
The Board of Commissioners
Board of Commissioners is in charge of supervising the management policies, management implementation and advises the board of directors. The current Company’s Board of Commissioners composition enable quicker and more accurate decision making. The Board of Commissioners is a subject to the established guidance applies by the Company.
To ensure good corporate governance implementation, the Company has met the following requirements:
Independent Commissioner; Independent Director; Audit Committee; Corporate Secretary.
The duties of the Board of Commissioners are:• Supervises Company’s management implementation by the Board of Directors;• Directs the directors in the preparation, implementation and achievement of the annual work plan;• Determines the board of directors job desc and their remuneration;• Supervises management's decision making;• Monitors the Company’s risk management;• Verifies external and internal audit results;• Audit findings follow-up;• Monitors and encourages the implementation of corporate governance.
In 2016 the board of commissioners held bi-monthly meeting with 100% attendance rate. The Board of Commissioners also held quarterly meetings with the Board of Directors with 100% attendance rate.
Such independent commissioner is a requirement of Good Corporate Governance (GCG) and the capital market regulations to ensure the rights of minority shareholders.
The Board of Commissioners Remuneration
For their services, the Board of Commissioners receives remuneration and other facilities which is a subject to General Meeting approval. The remuneration for the members of the board of commissioners for the year 2016 is as much as Rp 130 million. The amount of remuneration for the board of commissioners is a subject to the board of commissioners meeting approval, including any other fees and benefits.
PT. Wahana Pronatural Tbk, 2016 Annual Report 29
The Board of Commissioners Meeting
The Company’s policy on the board of commissioners meeting is as follows: 1. The Board of Commissioners shall meet at least once in every 2 (two) months;2. The Board of Commissioners Meeting may be held at any time when all members or a majority of
them are present or represented;3. The Board of Commissioners shall held a joint meeting with the Board of Directors at a regular
interval but at least once in every 6 (six) months;4. The Board of Commissioners decision shall be made by deliberation or by voting.
The Board of Commissioners Meeting Frequency
In 2015, 6 the board of commissioners meeting was held with attendance rate as follows
Name Position Meeting Attendance
Lia Tirtasaputra President Commissioner 6 6 Gunawan Ruslim Commissioner (Independent) 6 6
The Board of Directors
The Board of Directors is authorized and fully responsible for the management of the Company. The Company has three directors which composed of a president director, a director and an independent director who manage the Company. The Board of Directors shall be fully responsible in managing the Company in accordance with the Company’s vision and mission and to represent the Company in our or outside the court of legal justice system in accordance with the Company’s articles of association.
The Board of Directors responsibilities shall include the following duties:: • The implementation of risk management and good corporate governance;• Internal control, internal audit, follow-up findings by the Board of Commissioners;• Business strategy formulation, including work plan and budgeting;• Accounting and bookkeeping in accordance with the laws and regulations applies to public company.
The Board of Directors Member Responsibilities.
In performing their functions and duties, the board member shall follow guidelines applies by the Company. The following are technical duties of the board member:
President Director : Fully responsible of the Company’s management with technical focus including :
- The implementation of risk management and good corporate governance.- Accounting and bookkeeping in accordance with the laws and regulations applies
to public company.- Business strategy formulation, budgeting and internal audit.
PT. Wahana Pronatural Tbk, 2016 Annual Report 30
Director:Technical focus including: - Company’s operations, sales, purchasing and project planning..- Internal control and finance.- Internal control and decision making on technical matters at operational level of management.
Independent Director: In accordance with the Indonesia Stock Exchange Circular Number Kep-00001/BEI/01-2014 on the Amendment to the Regulation Number I-A on Listing and Other Types of Equity Securities Issued by Public Company, the provisions as referred to in Appendix I part III stated that the Indonesia Stock Exchange requires all public company candidates which are going to be listed on the main board or on development board shall employ an independent director.
The regulation stated that such independent commissioners shall meet the following requirements:
- Shall not be affiliated with the parent company within a period not less than 6 (six) months prior totheir appointment; ;
- Shall not be affiliated with any member of the company’s board of commissioners or the board ofdirectors;
- Shall not hold multi-roles in any other companies as a director;- Shall not hold any position which can be deemed as an internal people or a professional related to
stock exchange services which employed by the company within a period of not less than 6 (six)months prior to their appointment. .
The function and the duties of an independent director is similar with any other director, however the above requirements shall ensure its independency .
The Board of Directors Remuneration
In accordance to the General Meeting decision in 2016, the amount of remuneration for the Board of Directors is a subject to the Board of Commissioners meeting which evaluate the Company’s performance as the basis of how much remuneration shall be rewarded to the Board of Directors. In 2016 the Company’s Board of Directors held monthly meeting with 100% attendance rate, which discuss and coordinating their performance. The amount of remuneration for the Board of Directors in 2016 is as much as Rp. 909 million.
To improve the Board of Director’s competence, the Company provide training programs in accordance with each board member specialty, such as Coffee Tasting and Testing held in Jember East Java, Seaweed International Business Forum and Exhibition (Seabfex) held in Lombok and in Jogjakarta, and The 5th Indonesia Specialty Coffee Contest di Bali. The Board of Directors also involved in information exchange with the Company’s business partner in any other countries to improve their skills and competencies. .
The Board of Directors Meeting The Company’s policy on the board of directors meeting is as follows:
1. The Board of Directors shall meet at least once a month;2. The Board of Directors Meeting may be held at any time when all members or a majority of them
are present or represented;3. The Board of Directors shall held a joint meeting with the Board of Commissioners at a regular
interval but at least once in every 6 (six) months;4. The Board of Directors decision shall be made by deliberation or by voting.
PT. Wahana Pronatural Tbk, 2016 Annual Report 31
The Frequency of the Boards Meeting
In 2016, 3 boards meetings was held with attendance rate as follows
Name Position Meeting Attendance
Samin Managing Director 12 12 Indra Widyadharma Director 12 12 Hugeng Parhito Director (Independent) 12 12
In addition to meetings conducted by each member of the commissioners and directors, there is also a joint meeting between the commissioners and the board of directors to discuss important issues. These meetings may be held at commissioners' meeting or on a separate schedule.
The Boards Joint Meeting Frequency
In 2016, 3 boards meetings was held with attendance rate as follows
Name Position Meeting Attendance
Lia Tirtasaputra President Commissioner 3 3 Gunawan Ruslim Commissioner (Independent) 3 3 Samin Managing Director 3 3 Indra Widyadharma Director 3 3 Hugeng Parhito Director (Independent) 3 3
Guidelines and Code of Conduct
The board of directors and/or the board of commissioners is a subject to guidelines as applies by the Company, and shall follow the guidelines as their references in performing the Company’s management and supervision.
In addition, the boards shall behave accordingly to the code of conduct applies to all board of members, employees and any other related parties, which are:1. All of the Company’s board members and employees shall perform their roles and responsibilities in
good faith and full of responsibilities;2. In the case of conflict of interest all of the Company’s board members and employees shall be
professional and put the Company’s interest as their top priority above any other personal orcommunal interests.
PT. Wahana Pronatural Tbk, 2016 Annual Report 32
General Meeting
General Meeting is a Company’s organ with exclusive authority not vested to the Boards in accordance with the applicable laws and regulations on Limited Liabilities Company.
The Company held 1 General Meeting in 2015 as detailed below: - Day/date : Wednesday, dated June 10, 2015 - Time : 09.30 – 10.15 WIB - Place : Edelwise Room
Bumi Mandiri Tower I 13th Floor, Jalan Basuki Rahmad 129-137 Surabaya
- Present Shares : 499,931,100 shares (86,43%)
In the meeting, the Chair gave a session to the present Shareholders to ask any question or to make statement. No question or statement made by the shareholders in the Meeting.
The mechanism of decision making in the Meeting is by deliberation, failing of it, by voting. .
The General Meeting made the following decisions:
1. Receives the Board of Directors 2014 report on the Company's activities including the approval of theCompany's balance sheet as well as the Company's profit and loss statement for the financial year2014 as audited by Certified Public Accountant and approved the Boards release and discharge for anyliabilities dated 2014.
: 499,931,100 shares (100%)
2. Agreed to state the profit from the financial year 2014 as retained earnings to strengthen theCompany's capital structure, thus the Company announcing no dividends for the year.
3. Authorized the Board of Commissioners meeting to determine the fees and other allowances for theBoard member and authorized the Board to determine the Board of Directors remuneration for the year2015.
4. Authorized the Board of Directors to appoint a Certified Public Accounting Office to audit theCompany's 2015 Financial Statements, and its fee.
5. Agreed to amend the the Company's Article of Association in accordance with the Financial ServicesAuthority (OJK) Regulation Number 32/POJK.04/2014 on General Meeting
- Present Director : Mister Samin (Managing Director) Mister Indra Widyadharma (Director) Mister Hugeng Parhito (Independent Director)
7. Granted the Board of Directors with power of attorney which includes substitution rights toauthenticated the decisions made in the General Meeting as a notarial deed.
- Number of votes for
: 499,931,100 shares (100%)- Number of votes for
: 499,931,100 shares (100%)- Number of votes for
: 499,931,100 shares (100%)- Number of votes for
: 499,931,100 shares (100%)- Number of votes for
6. Agreed to amend the the Company's Article of Association in accordance with the Financial ServicesAuthority (OJK) Regulation Number 33/POJK.04/2014 on The Board of Commissioners and the Boardof Directors.
: 499,931,100 shares (100%)- Number of votes for
PT. Wahana Pronatural Tbk, 2016 Annual Report 33
Whereas in 2016 the Company held 1 General Meeting as detailed below: - Day/date : Monday, dated June 20, 2016 - Time : 15.20 – 15.45 WIB - Place : Edelwise Room
Bumi Mandiri Tower I 13th Floor, Jalan Basuki Rahmad 129-137 Surabaya
: 449,577,300 shares (86,46%)
In the meeting, the Chair gave a session to the present Shareholders to ask any question or to make statement. No question or statement made by the shareholders in the Meeting.
The mechanism of decision making in the Meeting is by deliberation, failing of it, by voting. .
The General Meeting made the following decisions:
1. Receives the Board of Directors 2015 report on the Company's activities including the approval of theCompany's balance sheet as well as the Company's profit and loss statement for the financial year2014 as audited by Certified Public Accountant and approved the Boards release and discharge for anyliabilities dated 2015.- Number of votes for : 449,577,300 shares (100%)
2. Agreed to state the profit from the financial year 2015 as retained earnings to strengthen theCompany's capital structure, thus the Company announcing no dividends for the year.- Number of votes for
3. Authorized the Board of Commissioners meeting to determine the fees and other allowances for theBoard member and authorized the Board to determine the Board of Directors remuneration for the year2016.
4. Authorized the Board of Directors to appoint a Certified Public Accounting Office to audit theCompany's 2015 Financial Statements, and its fee.
- Number of votes for
7. Granted the Board of Directors with power of attorney which includes substitution rights toauthenticated the decisions made in the General Meeting as a notarial deed.
: Mister Samin (Managing Director) Mister Hugeng Parhito (Independent Director)
- Present Director
: 449,577,300 shares (100%)
: 449,577,300 shares (100%)
- Number of votes for : 449,577,300 shares (100%)
5. 1. Dismissed all The Boards member.2. Appointed the Board of Directors for the period of 2016 to 2021, namely: :
- Missus Lia Tirtasaputra- Mister Gunawan Ruslim- Mister Samin- Mister Indra Widyadharma- Mister Hugeng Parhito
President CommissionerCommissioner (Independent)Managing Director Director Director (Independent)
- Number of votes for : 449,577,300 shares (100%)
6. Agreed the Company to engage in Electronics business, thus added to the Company’s purpose- Number of votes for : 449,577,300 shares (100%)
PT. Wahana Pronatural Tbk, 2016 Annual Report 34
Audit Committee
In accordance with the Company’s Regulation IX.I.5 section 3.a.2 on audit committee which stated that in the event a member of audit committee is an independent commissioner, such independent commissioner shall be appointed as the chair of the audit committee.
Pursuant to the regulation the Company’s audit committee composition is as follows: - Gunawan Ruslim (Chair)- Anita Rosalia Gunawan (Member)- Nana Nuryana (Member)
Audit Committee Profile
Gunawan Ruslim (Chair) Born in Jakarta in 1969 (age 48), a bachelor of accounting graduated from Universitas Katolik Parahyangan in 1991, he graduated as Magister Management from Universitas Indonesia in 1995, he is a Ph.D. Candidate in Finance in Universitas Katolik Parahyangan. He has experience as lecturer in several colleges in Jakarta, such as in Universitas Trimurti and Universitas Indonesia. At present he is a lecturer in Universitas Podomoro Jakarta. Prior to his service with the Company he hold several important positions in several other companies including director position. Since 2014 he serves as independent commissioners of PT Wahana Pronatural Tbk.
Anita Rosalia Gunawan (Member)Born in Surabaya in 1970 (age 47), a Bachelor of Economics (S1) Major in Accounting graduated from Universitas Surabaya. Her experience as auditor begun when she held analyst position in Prasetio Utomo Certified Public Accountant Office. In 2009 to 2011 she held auditor position in PT Indadi Setia in Jakarta. Since 2011 she serves as a member of the Company’s audit committee.
Nana Nuryana (Member) Born in Jakarta in 1975 (age 41), graduated as Magister Management (S2) from Universitas Trisakti Jakarta in 2000. Begin his career as finance and treasury manager in PT Indadi Inti in 1997, a food and beverage distributor in Jakarta. In 2004 he served as finance administration manager in the same company. In 2007 he served as the head of finance and treasury in PT Putindo Bintech and PT Buton Aspal Indonesia. Since 2011 he serves as a member of the Company’s audit committee.
Term of Service
In accordance with the Company’s Regulation IX.I.5 on audit committee which stated that the term of service of each member shall not be longer than the term of service of the board of commissioners member in accordance with the Company’s articles of association and a member of audit committee may be re-elected only for 1 (one) another term which is a subject to a periodical review by the board of commissioners. The term of service of each member of the Company’s audit committee is equal to the term of service of an independent commissioner which shall be expired on June 2021. This is the second period for each member, therefore their last term. In 2021, the company shall appoint another persons to serve as the Company’s audit committee.
Audit Committee Member Independency
To guarantee the independency in performing their duties to support the Board of Commissioners, audit committee member shall meet the following requirements:
PT. Wahana Pronatural Tbk, 2016 Annual Report 35
1. Understand financial statements, company’s businesses, audit process, risk management, and havingadequate knowledge on the applicable laws and regulations on capital market and any other relevantlaws and regulations.
2. At least one member of the audit committee shall have education back ground and skills in accountingor finance;
3. Not an insider in the accounting office, legal consulting office, or any other party providingattestation services, non-attestation services and/or other consulting services to the Company’swithin the past 6 (six) months;
4. Has no affiliation with the issuer or public company, commissioner, board of directors, ormajor shareholder or any other public company;
5. Has no direct or indirect business relationship with any entities involved in the Company’sbusiness activities or any other public company; and
6. Having no other relationship which might affect his ability to act independently.
In performing their duties the audit committee is authorized to access internal audit reports and other required reports as well as to communicate directly with internal and external audits. The audit committee of the Company held a meeting 4 times with a 100% attendance rate. The audit committee also held joint meetings with commissioners 4 times with 100% attendance rate.The audit committee stated that the Company is incompliance with the capital market regulations applies to the Company and its SOP, and the committee did not found any findings that affect the smooth running of the Company.The audit committee had submitted periodical reports to the commissioners and the commissioner has notified the directors concerning any findings by audit committee team.
Audit Committee Member Independency
To guarantee the independency in performing their duties to support the Board of Commissioners, audit committee member shall meet the following requirements:
Based on our review on the Company’s performance hereby we stated the following opinion: 1. The Company has reported the performance of its business in the form of periodic, semi-annual
and annual reports in a timely manner to the Financial Services Authority (OJK) and the IndonesiaStock Exchange;
2. All important information has been reported and disclosed to the Financial Services Authority andthe Indonesia Stock Exchange;
3. All important transaction information has been reported to the Financial Services Authority andthe Indonesia Stock Exchange;
4. The total remuneration for the boards has been reviewed.
Audit Committee MetingThe Company’s policy on audit committee meeting is as follows:
1. Audit Committee shall meet at least once in every 3 (three) months and shall meet the quorum of1/2 (one over two) of the total members shall be present;
2. Audit Committee Meeting shall be chaired by the chair of audit committee or by the most seniormember, in event the chair of audit committee is absence;
3. If necessary, audit committee may held a joint meeting with the relevant Company’s management;4. The Board of Commissioners decision shall be made by deliberation and each member shall be
given the greatest freedom to express his or her professional opinion without intervention;5. Audit committee meeting decision deemed by the chair as a strategic decision and affect the
Company’s is a subject to the board of commissioners meeting;
PT. Wahana Pronatural Tbk, 2016 Annual Report 36
The Frequency of Audit Committee Meeting and Attendance Rate
In 2016, 4 Audit Committee meetings was held with attendance rate as follows
Name Position Meeting Attendance
Gunawan Ruslim Chair 4 4 Anita Rosalia Gunawan Member 4 4 Nana Nuryana Member 4 4
Audit Committee Activities
In 2016, audit committee has performed its functions and duties in accordance with the procedures set forth in the Audit Committee Charter as follows:1. Financial Statements
Audit Committee has monitored and supervise the preparation and the presentation of theCompany's financial statements in accordance with applicable financial accounting standards inIndonesia, including:a. Reviewing the process of financial statements preparation to ensure the Company’s
compliance with the applicable financial standards and financial/accounting principles;b. Reviewing the financial statements to ensure its compliance with the generally accepted
accounting principles. Any findings on its fairness had been discussed with theCompany’s management and reported to the board of commissioners;
c. Reviewing the financial statements and any other information has been accurate and based onthe financial and management data, and all of its assumptions are valid.
2. Audit SupervisionAudit Committee has supervised auditing to ensure its compliance with the public accountingprofession standards and the generally accepted accounting principles in Indonesia, objectivelyand independently, including:a. Audit supervision and discussion monitoring on any findings between external auditors and
the management.b. Notifies external auditor on any findings in compliance with the SPAP (Indonesia certified
public accountant professional standards) .c. Verifies any management letter submitted by external auditor to the board of directors. .
3. Internal ControlAudit Committee monitors management compliance in the implementation, development andmaintenance of effective internal control system and state an opinion on any findings. .
4. Compliancy to the GCGThe Audit Committee is committed to monitor the employment/implementation of GoodCorporate Governance principles in the Company and the Company’s compliance with theapplicable laws and regulations applies to the Company’s operations.
PT. Wahana Pronatural Tbk, 2016 Annual Report 37
Corporate Secretary
Corporate Secretary is appointed and appointed by the Board of Directors, holding a managerial position and responsible to the president director in charge of the company secretariat. When performing its duties the company secretary must be able to communicate with all members of the board of directors.
The position of the company secretary aims to maintain the image and protect the interests of the company through the establishment of good communication and relationships with all stakeholders.
Currently the company's Corporate Secretary is Iwan Setiawan. Indonesian citizen, born in Sidoarjo East Java on October 18, 1974, with the last education Bachelor of Economics (S1) in STIEKN Malang East Java. Currently he is studying Law Science at Bhayangkara University Surabaya and in writing of thesis. He has 9 years experience in the field. Prior to joining the Company, he worked as head of PPIC in PT Kalimas Putra Makmur in Sidoarjo in 2001. In 2002 until 2008 he worked in PT Siantar Top Tbk in Sidoarjo with his last position as financial supervisor. Since 2008 he serves as the Corporate Secretary of PT Wahana Pronatural Tbk. under the Company’s Board of Directors decision.
In accordance with OJK Regulation No.35/POJK.04/2014 dated December 8, 2014, a Company Secretary must have good competence in order to perform its functions and duties. The training that has been followed is as follows:
1. GMP (good manufacturing practices) Training, held by PREMYSIS Consulting in 2002 inSurabaya.
2. Quality Management System Training (ISO 9000:2000) and Internal Quality Audit Trainingheld by PREMYSIS Consulting in 2003 in Surabaya.
3. Capital Market Workshop – Corporate Action, held by GRANADA Law Firm & InvestamaCapital in 2011 in Jakarta.
4. Seminar & Expo RETAIL EXTRAVAGANZA, held by APRINDO East Java in 2011 inSurabaya.
5. Hazard Analysis and Critical Control Point (HACCP), held by Fish Quarantine Agency,Quality Control and Fishery Products Safety, Ministry of Marine and Fisheries in 2012 inSidoarjo.
6. Capital Market Workshop – Shareholders Support – Legal Aspect of Shareholder Loan heldby ICSA (Indonesian Corporate Secretary Association) in 2017 in Jakarta.
Functions, Duties and Main Responsibilities of the Corporate SecretaryDuring the period of 2016, corporate secretary has performed the following tasks and functions: 1. Monitors capital market, the prevailing laws and regulations in particular;2. Monitors the Company's compliance with the prevailing capital market laws and regulations.3. Liaison or contact person between the Company and the Financial Services Authority (OJK),
the Indonesia Stock Exchange and the public..4. Implements all the Company's commitment to the implementation of information disclosure.5. Monitors capital market, the prevailing laws and regulations in particular and provide input to
the Company’s board of directors on the Company’s compliance with the applicable laws andregulations.
6. Prepares the implementation/coordination of General Meeting (GM), public expose andvarious corporate actions in coordination with relevant parties, both internal and external.
7. Maintains and manages the Company's public positive image and identity by public relationsactivities and mass media communication and any other external activities. In addition,manages the Company’s internal image by public relations activities. Also held corporatesocial responsibility (CSR) activities
PT. Wahana Pronatural Tbk, 2016 Annual Report 38
Internal Audit Unit and Internal Control System
Currently, the Company does not have internal audit unit. The Company’s organizational structure and the number of human resources is relatively small. The Implementation of Internal Audit and Internal Control System under direct supervision by the Board of Directors. The Company’s internal control and risk management system examine and assess the effectiveness its departments and divisions performance according to Company’s policies. In its operations, top decision-maker is the one who responsible for all the Company’s decisions. This applies to all departments and divisions both finance, operations and warehouse. Every activities and works shall be reported to top decision maker. Such method works for the company in evaluating and improving the risk management effectiveness, internal control and corporate governance implementation. as every plan and realization can be done, known, and controlled properly. However, the management will makes adjustment accordingly to any changes in the Company’s operations in accordance with the Bapepam Regulation Number IX.I.7 on Internal Audit Unit, to ensure the Company is under control and well supervised.
Public Accountant
The Company's Financial Statements for the financial year which ended on December 31, 2015 and the Company's Financial Statements for the financial year which ended on December 31, 2016 had been audited by the Certified Public Accounting (CPA) Office SUPOYO, SUTJAHJO, SUBYANTARA & Rekan with unqualified opinion. The fee paid to the CPA is Rp. 46,750,000 (forty six million seven hundred and fifty thousand Rupiah).
BUSINESS RISKS
A. General Overview
Business risks defined as any possible uncertainty which might create losses in relation to the company's management system implementation. To minimize any risks, the Company held regular evaluations of its success.The following is the Company’s general overview of our risk management system:- Know our suppliers and buyers to identify any risk of default and delivery failure. In
addition, the Company often conducting field observation and site visit to suppliers andbuyers.
- Every project planning shall has good implementation and realization strategy.- Implement operational procedures as directed by the management including maintaining the
insurance for each projects of substantial risks.- Risk to loss identification at operational level based on past experiences and knowledge of
each level, by consulting the managers, to obtain second opinion.- Risk information exchange in routine meetings. Any findings of possible risk will sounds the
alarm to the Company’s management for early prevention or mitigation.
B. Types of Risks and Its ManagementBelow are the Company's business risks:1. The Risks Related to Raw Material Availability and Competition2. The Risks Related to Raw Material Price Fluctuation3. The Risks Related to Production and Non-Standard Raw4. The Risks Related to Weather and Pest Disease5. The Risks Related to Economic and Social Political6. The Risks Related to Government Actions
PT. Wahana Pronatural Tbk, 2016 Annual Report 39
Business Risk Description :
1. The Risks Related to Raw Material Availability and CompetitionThe Company procured seaweed, cocoa, coffee and agricultural products from first leveltraders and farmers which depend on harvests and competition, both domestic andworldwide. The industry in which the Company engaged has low barrier to entry and toexit. Therefore competitors come and go easily which makes it difficult for the Company tofigure out the exact shape of the its market share and makes projections. To ensure its rawmaterial supplies, the Company relationships with suppliers in various regions are legallybinding. To ensure the quality of supplies, the Company conduct regular site visitsand direct meetings with farmers and suppliers.Fortunately, the Company has secured raw materials supplies for its candy for another 6years.
2. The Risks Related to Raw Material Price FluctuationMost of the Company's raw materials and products are products with worldwide demands anda subject to prices fluctuation which affected by the level of supply and demand, bothdomestic and worldwide. The Company’s able to ensure its production capacity, however rawmaterials supplies and its price are external forces which depends on many factors such asweather, pest, production levels, world consumption, and the elasticity of supply, demand, andcommodity prices. Low barrier to entry and to exit which enable competitors to easily enterand leave the industry posed a potential risks against the company since their activities oftenleave the market to suffer with a sudden price up and down, therefore the company ensure thesupplies of raw materials by having its own farms.
3. The Risks Related to Production and Non-Standard Raw MaterialsThe Company employ third parties to produce its candy and dreamy and its marketing. TheCompany equipped this strategy with any necessary supervision, back-up, and insurance toprevent any risks related to production and marketing.The risks related to processing seaweed and other raw materials is relatively unlikely tocreates damages, however cost efficient can only be achieved by locating the company closerto the sources of raw materials which scattered in various places outside Java thus makesrelocation very difficult and expensive, therefore the Company choose to prevent any risksrelated to lower quality as a result of raw materials transportation from far distance thanrelocation. The seaweed and coffee beans supplied to the Company is a raw material forfurther processing to meet the quality standards required by customer’s. The Company hasquality control for its raw materials which begin at the farmer’s level until they are shipped tocustomers.
4. The Risks Related to Weather and Pest DiseaseThe Company’s seaweed and agricultural and marine products quality is a subject to weatherand disease. Extreme wet season will suffered the farmers and eventually affected theCompany’s business. though rare it might occurred in from November to March. Wet seasonmakes seaweed drying time requires more longer time. In addition, imperfect drying affectsthe quality of seaweed and affects the Company’s production and the volume of sales.
5. The Risks Related to Economic and Social PoliticalThe uncertainty of global financial markets and economic downturn affect the Company’sbusiness. Economic stability and Rupiah exchange rate affects domestic and regional buyingpower. Fuel price and the price of electricity affects people's buying power and higher price ofraw material. Fortunately, Indonesia shows positive macroeconomics performance.
6. The Risks Related to Government ActionsTighter government control over private sectors and uncertainty in laws and regulations mightdirectly or indirectly affect the Company's business profits. The Company recognize the risksrelated to government action as a force majeure while making preventive actions andinsurance to protect the Company's business and its shareholders’ interests.
PT. Wahana Pronatural Tbk, 2016 Annual Report 40
C. Risk Management System.
The Company has long experience in its business, the Company’s has formulated some strategy to manage its business risks. The Company implement best practice in its production. The company held annual review on its policies to ensure its effectiveness.
CORPORATE SOCIAL RESPONSIBILITY
The Company’s business and operations protects its shareholders’ interest while beneficial to the wider community (stakeholders). The Company implement corporate social responsibilities by sustainable local communities development program, especially with the local people within the Company’s operating neighborhood. The Company recorded several social activities done by the local people supported by the Company in 2016.
In 2016, the Company launches official Corporate Social Responsibility (CSR) programs with coffee and seaweed farmers of its cultivation centers. The Company provides equipment, seeds, experts and post-harvest management training to its seaweed farmers. The Company provides healthcare and welfare assistance to its farmers and farmer groups. However, the Company cannot yet present accurate expenses for its CSR programs.
The Company’s CSR programs related to environment and commodities is as follows:
- Better seaweed farming system and pollution prevention.- Community hygiene facilities.- Waste management.- Better yields and environmentally friendly fields.
In the near future, the Company’s CSR programs shall include better education, better health and better environment.
Product Responsibility
The Company’s product motto is “Healthy Product”, the Company’s strong commitment to take into account costumer health concerns in its production process is fulfilled by strict compliance to standards established by Food and Drug Supervisory Agency (BPOM RI).The Company’s production process is of high quality and safe for human consumption. Such Company’s commitment verified by the following certificates: - Processing Feasibility Certificate (SKP) or Good Manufacturing Practices (GPM)- Hazard Analyst Critical Control Points (HACCP)- ISO Quality Management and Production Management.
PT. Wahana Pronatural Tbk, 2016 Annual Report 41
LEGAL ISSUE
The Company is not under court order or any other legal issues. The Company’s activities in compliance with the applicable laws and regulations. The Company’s has lawful relationship with suppliers, buyers, banks, employees and any other third parties.
STATEMENT LETTERTHE BOARD OF COMMTSSIONERS AND DIRECTORS
ABOUTANNUAL REPORT 2016 RESPONSIBILITY FOR
PT WAHANA PRONATURAL TBK
We the undersigned hereby declare that all inforrnation in the annual report of PT WahanaPronatural Tbk. 2016 has bean made completely and full of responsible for the accuracycontents this annual report.
This statemeat was made with actual.
Surabaya, Aprll 19, 2017
Gunawan RuslimCommissioner ([ndependent)
Indra WidyadharmaDirector
e6/ WLia TirtasaputraPresident Commissioner
42PT. Wahana Pronatural Tbk, 2016 Annual Report
PT WAHANA PRONATURAL TBK
FINANCIAL STATEMENTS FOR THE FINANCIAL YEAR WHICH ENDED ON DECEMBER 31,2016 AND 2015 AND FOR ANY OTHER FINANCIAL YEAR WHICH ENDED ON THE SIMILAR DATE
INDEPENDENT AUDITOR REPORT
PT. Wahana Pronatural Tbk, 2016 Annual Report 43
PT WAHANA PRONATURAL Tbk TABLE OF CONTENT
Page Director’s Statement Letter Independent Auditor’s Report FINANCIAL STATEMENTS Dated December 31, 2016 and 2015 And For The Years Then Ended Statements of Financial Position 1-2 Statements of Comprehensive Income 3 Statements of Changes in Equity 4 Statements of Cash Flows 5 Note to Consolidated Financial Statements 6-40
PT WAHANA PRONATURAL Tbk
STATEMENTS OF FINANCIAL POSITION
DECEMBER 31, 2016 AND 2015
ASSETS
CURRENT ASSETS
Cash and cash equivalents
Trade accounts receivable - third parties
Inventories
Prepaid tax
Advance - third parties
Prepaid expenses
Total Current Assets
NON-CURRENT ASSETS
Property, plant and equipment - net of
accumulated depreciation of
Rp 16.198.597.802 at 2016, and
Rp 13.086.001.827 at 2015.
Deferred tax assets
Others assets
Assets of tax amnesty
Total Non-Current Assets
TOTAL ASSETS
23 545.935.914
277.668.724
61.797.828.803
100.000.000
72.884.735.633
2.876.041.239
2h;8
2j;9
which are an integral part of financial statements
25
46.796.076.801
295.396.018
1.270.329.936
58.685.232.828
See accompanying notes to financial statements
2f;4
2d;2g;5
35.671.500
30.801.536.962
105.894.649.855
-
35.671.500
Rp
1.099.626.982
Rp
34.686.598.982
21.924.550
5.570.890.167
2016
59.098.573.053
Notes
11.051.235.330 23
10
7
11.534.000
2i;6 24.822.720.026
2015
10.917.361.498
107.571.334.615
3.249.378.489
1
PT WAHANA PRONATURAL Tbk
STATEMENTS OF PROFIT OR LOSS AND OTHER COMPREHENSIVE INCOME
FOR THE YEARS ENDED DECEMBER 31, 2016 AND 2015
SALES
COST OF GOODS SOLD
GROSS PROFIT
- Selling expenses
- General and administrative expenses
PROFIT FROM OPERATIONS
- Finance costs-net
- Gain / (loss) on foreign exchange rate
- Others - net
PROFIT BEFORE TAX
TAX EXPENSES
- Current tax
- Deferred tax expense
Total tax expenses
PROFIT (LOSS) FOR THE YEAR
OTHER COMPREHENSIVE INCOME
Items that will not be reclassified subsequently
to profit or loss :
- Remeasurement of defined
benefit obligation
- Income tax benefit (expense) relating to items that will no be
reclassified subsequently
TOTAL PROFIT (LOSS) OTHER COMPREHENSIVE INCOME
FOR THE CURRENT YEAR NET OF TAX
PROFIT (LOSS) EARNINGS PER SHARE
(312.125.377)
(312.125.377)
(9.969.664.115)
(10.783.357.109)
267.453.364
(4.180.080.189)
-
45.483.253
1.038.855.244 579.578.741
2o;22
2o;22
60.660.761
476.834.699
2o;21
2o;22
(3.874.445.305)
(4.054.709)
2o;21
(3.399.971)
(57.000.000)
2o;19
2016
2o;20
4.565.029.578
Rp
86.306.680.432
2015Notes
119.680.398.651
2p;23
2b;18
(19,17) 2r;24
23.990.897
0,51
2b;18
285.446.537
(39.162.014)
(81.592.765.544) (115.115.369.073)
Rp
575.100.254
9.790.503
(115.484.019)
4.713.914.888
-
(9.999.035.626)
(5.997.724)
(225.162.250)
467.809.699
which are an integral part of financial statements
See accompanying notes to financial statements
(11.008.519.359)
3
PT WAHANA PRONATURAL Tbk
STATEMENTS OF FINANCIAL POSITION (continued)
DECEMBER 31, 2016 AND 2015
LIABILITIES AND EQUITY
CURRENT LIABILITIES
Trade accounts payable - third parties
Sales advances
Accrued expenses
Accounts payable to related parties
Taxes payable
Total Current Liabilities
NON-CURRENT LIABILITY
Employee benefits obligations
Total Non-Current Liability
Total Liabilities
Equity
Capital stock - Rp 100 par value per share
Authorized - 2.000.000.000 shares
Subscribed and paid-up -
520.000.000 shares
Additional paid-in capital
Other comprehensive income
- Remeasurement of defined benefit obligations
- Related tax
Defisit
Total Equity
TOTAL LIABILITIES AND EQUITY
2d;13
2p;23
99.230.929.742
16 52.000.000.000
(48.988.691.178)
107.571.334.615
(58.958.355.292)
(57.340.138)
See accompanying notes to financial statements
1.110.674.894
4.544.531
105.894.649.855
2d;2l;11
11.662.319.832
Rp
69.512.500.000
Notes
609.230.150
46.261.000
13.642.086.832
2015
92.119.253.769
2.075.819.806
805.433.977
69.512.500.000 2e;15;27;31
100.341.604.636
12
Rp
225.048.443
13.775.474.659
2016
which are an integral part of financial statements
805.433.977 2q;14
(18.178.124)
17
1.110.674.894
91.313.819.792
52.000.000.000 52.000.000.000
12.554.405.615
14.335.034
12.454.405.615
5.553.045.219 15.452.080.844
9.483.508.810
2b;18
2
PT WAHANA PRONATURAL Tbk
STATEMENTS OF CHANGES IN EQUITY
FOR THE YEARS THEN ENDED 31 DESEMBER 2016 AND 2015
Balance as of January 1, 2015 / December 31, 2014
Correction deferred tax pertaining employee benefit
obligation using balance sheet appoach
Profit for the year
Adjustment of implementation PSAK 24
(Revised 2013)
Balance as of December 31, 2015
Adjusment of implementation PSAK 24
(Revised 2013)Difference amount of tax amnesty
Loss for the year
Balance as of December 31, 2016
4
See accompanying notes to financial statements
which are an integral part of financial statements
52.000.000.000 12.454.405.615
Additional
Rp
Other Comprehensive Income
Rp
Paid in Capital Paid in Capital
(49.256.144.541) 15.166.634.308 10.542.255
Remeasurement
Rp
52.000.000.000 12.554.405.615 (58.958.355.292) 5.553.045.219 14.335.034 (57.340.138)
52.000.000.000 12.454.405.615 (48.988.691.177) 15.452.080.844
TotalRelated Tax
Employee
Benefit Obligation
Rp
Profit/
RpRp
(defisit)
-
23.990.897
267.453.364
- - - -
(9.969.664.115)
- - - 17.993.173
-
-
-
267.453.364
-
- -
-
100.000.000
-
(5.997.724)
(29.371.511)
- -
(39.162.014) 9.790.503
(9.969.664.115) - -
- - - 100.000.000
-
4.544.531 (18.178.124)
(42.169.021)
PT WAHANA PRONATURAL Tbk
STATEMENTS OF CASH FLOWSFOR THE YEARS ENDED DECEMBER 31, 2016 AND 2015
CASH FLOWS FROM OPERATING ACTIVITIES
- Cash receipts from customers
- Cash paid to suppliers
- Payment expenses
- income tax paid
- Interest and financial received
- Others received
Net Cash Provided by Operating Activity
CASH FLOW FROM INVESTING ACTIVITY
- Acquisition other assets
Net Cash Used in Investing Activity
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS
CASH AND CASH EQUIVALENTS AT THE BEGINNING OF YEAR
CASH AND CASH EQUIVALENTS AT THE END OF YEAR
578.667.862
981.097.007
94.486.946.639
(756.251.690)
1.099.626.982 1.270.329.936
170.702.955
(203.767.170)
520.959.120
1.099.626.982
See accompanying notes to financial statements
which are an integral part of financial statements
2016
116.313.694.320
(92.340.261.786) (116.802.220.161)
2015
-
RpRp
170.702.955
(1.516.818.607)
102.744.044
(7.884.000)
-
(4.054.709)
438.438.188
-
528.843.120
(7.884.000)
5
PT WAHANA PRONATURAL Tbk
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 2016 AND 2015
AND FOR THE YEARS THEN ENDED
1. GENERAL
a. The Company Establishment
b. Commissioner, Director and Employee
President Commissioner :
Independent Commissioner :
President Director :
Director :
Director (Independent) :
Lia Tirtasaputra
Gunawan Ruslim
Samin
The Company commenced commercial activities at August 7, 1993.
Indra Widyadharma
Hugeng Parhito
PT Wahana Pronatural Tbk (d.h. PT Wahana Phonix Mandiri - the Company) established in Indonesia, initially under the
name of PT Golden Phoenix based on notarial deed from notary Wahyudi Suyanto, S.H., No. 96 dated August 7, 1993
and then rename to PT Wahana Yuda Mandiri based on notarial deed from the same notary No. 451 dated May 30, 1996.
The changes of the deed of establishment was approved by the Minister of Justice of the Republic of Indonesia in his
Decision Letter No. C2-8528.HT.01.01.Th.97 dated August 27, 1997 and was published in State Gazette No. 37
Supplement No. 2912 dated May 8, 2000. The Company name then changed to PT Wahana Phonix Mandiri based on
notarial deed from notary Yonsah Minanda, S.H., No 44 dated January 31, 2000 and was approved by the Minister of
Justice of the Republic of Indonesia in his Decision Letter No. C-22109.HT.01.04.Th.2000 dated October 9, 2000 and was
published in State Gazette No. 28 Supplement No. 2187 dated April 6, 2001. The Company name re-change to PT
Wahana Pronatural Tbk based on notarial deed about the statement of extraordinary shareholder meeting No. 2 dated
June 2, 2012 by Wachid Hasyim, Notary in Surabaya. The changes of articles of association was approved by Minister of
Law and Human Rights of the Republic of Indonesia No. AHU.41594.AH.01.02.Year 2012 dated August 1, 2012.
The Company's Commissioner and Director at December 31, 2016 and 2015, are as follows:
In accordance with Article 3 of the Company's Article of Association, the scope of its activities is mainly to engaged in
trading, construction, industrial, agricultural, transportation and services. The Company mainly activities since commercial
activities are trading of agricultural and marine products. The Company is domiciled in Surabaya, head office is located in
Gedung Bumi Mandiri Tw. II Lt. 4 R. 406-407, Panglima Sudirman Street No. 66 - 68 Surabaya.
6
PT WAHANA PRONATURAL Tbk
NOTES TO FINANCIAL STATEMENTS
DECEMBER 31, 2016 AND 2015
AND FOR THE YEARS THEN ENDED
1. GENERAL (continued)
b. Commissioner, Director and Employee (continued)
Chairman : Gunawan Ruslim Gunawan Ruslim
Members : Anita Rosalia Gunawan Anita Rosalia Gunawan
Members : Nana Nuryana Nana Nuryana
c. Public Offering of Shares and Bonds
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
a. Statement of Compliance
Statement of financial position of PT Wahana Pronatural, Tbk was autorized by Director at March 21, 2017.
At June 22, 2001, the Company conducted its initial public offering through PT. Bursa Efek Indonesia (Persero) (before PT.
Bursa Efek Jakarta) amounting to 200.000.000 shares with nominal value Rp 100 with is offering price Rp 175. The public
offering accompanied by issued Warrant Series I amounting to 50.000.000 shares. This Warrant has a term of
implementation for 3 years and can implemented since Desember 21, 2001 until June 21, 2004. Until due of
implementation date June 21, 2004, there is no warrant converted to shares (Notes 17).
At December 31, 2016 and 2015, the Company has total number of employees of 9 in 2016 and 2015, respectively.
Total salary and other compensation for the Company's Commissioner and Director in 2016 and 2015 amounting to Rp
1.039.000.000 and Rp 905.500.000, respectively.
The financial statement prepared and presented in accordance with Financial Accounting Standars in Indonesia was
issued by Dewan Standar Akuntansi Keuangan Ikatan Akuntan Indonesia (DSAK - IAI) and rule of the Capital Market and
Financial Institution Supervisory Agency (Bapepam-LK) No. VIII.G.7 about “Presentation and Disclosure Financial
Statement for Public Company” stated in attachment of Decision Chairmant Bapepam-LK No. KEP 347/BL/2012 dated
June, 25, 2012.
Audit Committee as of December 31, 2016 and 2015 are as follows :
7
PT WAHANA PRONATURAL Tbk
NOTES TO FINANCIAL STATEMENTS (continued)
DECEMBER 31, 2016 AND 2015
AND FOR THE YEARS THEN ENDED
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)
b. Basis of Preparation Statement of Financial Statement
• PSAK 4 (revised 2015) "Separate Financial Statements"
• PSAK 5 (revised 2015) "Operating Segments"
• PSAK 7 (revised 2015) "Related Party Diclosure"
• PSAK 16 (revised 2015) "Property, Plant and Equipment"
• PSAK 24 (revised 2015) "Employee Benefits"
• PSAK 25 (revised 2015) "Accounting Policies, Changes in Accounting Estimates and Errors"
• PSAK 53 (revised 2015) "Share Based Payment"
• PSAK 68 (revised 2015) "Fair Value Measurement"
• PSAK 30 "Levies"
• PSAK 1 (revised 2015) "Presentation of Financial Statements"
• ISAK 31 "Scope Interpretation"
New accounting standard relevant to the presentation of the Company financial statements as folow:
PSAK No. 70, “Accounting for Tax Amnesty Asset and Liability”
Changes of Statement of Financial Accounting Standards ("PSAK") and Interpretation of Statement of Financial
Accounting Standards ("ISAK")
The figure in these financial statements are presented in fuel amount in Rpiah, unless otherwise stated.
The statement of cash flows are prepared using direct method and presenting sources and usage cash and cash
equivalents with classification of cash flows into operating, investing and financing activities. Cash and cash equivalents
consist of cash, bank, and time deposit due date not more than 3 (three) month.
Financial statement, except the statement of cash flows prepared based on accrual basis used at cost and accrual basis.
On the date the ratification of the financial statements, the Company is considering the implications of applying these
standards to the Company's financial statements.
New standards, revised and interpretation already issued and relevant for the Company, but not yet effective for the year
or started after January 1, 2017 are as follows:
Transactions included in financial statements of the Company remeasured using functional currency where is the entity
operation ("functional currency"). The financial statement presented in Rupiah, which is the functional currency and the
presentation of the Company.
Implementation and changes of interpretation accounting standards are as follows efective since Januari 1, 2016 and
relevant for the Company, but not significant changes for the Company accounting's policy and do not have material impact
in the financial statement current period:
8
PT WAHANA PRONATURAL Tbk
NOTES TO FINANCIAL STATEMENTS (continued)
DECEMBER 31, 2016 AND 2015
AND FOR THE YEARS THEN ENDED
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)
c. Transactions with Related Parties
A related party is a person or entity that is related to the Company (the reporting entity):
a.A person or a close member of that person's family is related to the reporting entity if that person:
i. has control or joint control over the reporting entity;
ii. has significant influence over the reporting entity; or
iii. is a member of the key management personnel of the reporting entity or of a parent of the reporting entity.
b.An entity is related to the reporting entity if any of the following conditions applies:
i.
ii.
iii. Both entities are joint ventures of the same third party.
iv.
v.
vi.
vii.
d. Financial Instruments
(a) Financial Assets
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).
The entity, and the reporting entity are members of the same group (which means that each parent, subsidiary and
fellow subsidiary is related to the others).
One entity is a joint venture of a third entity and the other entity is an associate of the third entity.
The entity is controlled or jointly controlled by a person identified in (a).
The entity is a post-employment benefit plan for the benefit of employees of either the reporting entity, or an entity
related to the reporting entity. If the reporting entity is itself such a plan, the sponsoring employers are also related to
the reporting entity.
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 a parent of the entity).
Loans and receivables is non-derivatif financial assets that have fixed payment or determinable payments and that are
not quoted in an active market. Loans and receivables dimasukkan as curent assets; except if due date more than 12
monts after the end of reporting period, loans and receivables classified as non-current assets. The Company loans
and receivables consist of cash in bank and time deposit, trade account receivable, others account receivable in
statements of financial position.
As of December 31, 2016 and 2015, the Company only have financial assets loans and receivables.
Financial instruments is a contract whose term require delivery of the financial assets from entity and the financial liability
or equity instrument of others entity.
Significant transactions with related parties, whether or not made at similar terms and conditions as those done with third
parties, are disclosed in the financial statement.
The Company financial assets are classified into categories as follows: financial assets remeasurement at fair value
through profit or loss, loans and receivable, held to maturity and available for sale.
9
PT WAHANA PRONATURAL Tbk
NOTES TO FINANCIAL STATEMENTS (continued)
DECEMBER 31, 2016 AND 2015
AND FOR THE YEARS THEN ENDED
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)
d. Financial Instruments (continued)
(a) Financial Assets (continued)
(b) Financial Liabilities
e. Impairment of financial assets
f. Cash and Cash Equivalents
g. Trade Account Receivable
Restricted time deposit presentation as restricted cash.
At each reporting date, the Company assessed for indicator of impairment of financial assets or group financial assets.
Financial assets or group financial assets impaired when there is objective evidence that, as a result of one or more events
that occurred after the initial recognition of the financial assets, the estimated future cash flows of the investment have
been affected.
Interest received at financial assets classifieds as loans and receivables recorded as financial income in profit or loss. If
impairment, value of loss impair will be deducted from carrying amount financial assets classified as loans and
receivables and recognized in statement of profit or loss.
Trade account receivable initially measured at fair value and then measured at amortized cost using interest effective rate
method, deducted allowance of doubtfull acount.
Loans and receivables initially measured at fair value plus transaction cost and then are measured at amortized cost
using the effective interest rate method. Financial assets derecognition when the rights for received cash flows from
this assets due date or have been transferred and the Company have been transfer substantial all risk and benefit of
this assets.
Cash and cash equivalents consist of cash, time deposit and all investments with maturities of three months or less.
At December 31, 2016 and 2015, the Company only have financial liabilities at amortized cost consist of trade account
payable, others payable and accrued. Initially measured at fair value plus of transaction cost, the Company recorded
financial liabilities at amortized cost using effective interest rate method. Financial liabilites derecognizes when paid.
The Company classified financial liabilities into two categories (i) fair value through proft or loss and (ii) at amortized
10
PT WAHANA PRONATURAL Tbk
NOTES TO FINANCIAL STATEMENTS (continued)
DECEMBER 31, 2016 AND 2015
AND FOR THE YEARS THEN ENDED
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)
g. Trade Account Receivable (continued)
h. Prepaid Expense
i. Inventories
j. Property, Plant and Equipment - Direct Acquisition
Building
Machine and equipment
Vehicle
Office equipment
Land is stated at cost and is not depreciated.
25% & 20%
5 & 10
Allowance of doubtfull account are establised when there is objective evidence that the entity will not be able to collect all
receivables in accordance with the initial terms of receivables. Significant financial difficulties on the borrower, the
probability that the debtor will be declared bankrupt or a financial reorganization and wanprestasi or arrears in the payment
is considered an indicator that ther is impairment. Net of carrying amount and estimated cash flows in the future is
allowance, discounted at the original effective interest rate.
Carrying amount deducted through the use of an allowance account, and impairment loss recognized in statement of
profit or loss and other comprehensive income. When a receivable is considered uncollectible, it is written off against the
allowance account. Subsequent recoveries of amounts previously written off are credited to statement of profit or loss and
other comprehensive income.
5%
5
Prepaid expense amortized using straight line method during benefit of expense.
Years
4 & 5
20%
20% & 10%
20
After initial acquisition expense are recognized as part of carrying amount or assets it is likely that the Company will gain
future economic benefit with respect to the asset and the cost of the asset can be measured reliably. Total recorded
replaced parts are no longer recognized. The cost of maintenance and repairs is charged to operations as incurred.
Depreciation is recognized using straight-line method based on useful lives ot the assets as follows:
Prosentation
Property, plant and equipment are stated at cost, less accumulated depreciation and any accumulated impairment losses,
except for land is not depreciated.
Inventories are stated at cost or net realizable value (the lower of cost or net realizable value ). Cost is determined using
the weighted average method. Net realized value represents the estimated selling price for inventories less all estimated
costs of completion and costs necessary to make the sale.
11
PT WAHANA PRONATURAL Tbk
NOTES TO FINANCIAL STATEMENTS (continued)
DECEMBER 31, 2016 AND 2015
AND FOR THE YEARS THEN ENDED
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)
j. Property, plant and equipment - Direct Acquisition (continued)
k. Impairment of non financial assets
l. Trade Accounts Payable
m. Provisions
n. Loan
Loans is classified as long term liabilities, except loans that will be due in 12 month after reporting period.
Residual value and useful lives are reviewed, and will be adjusted if needed, every reporting date.
If property, plant and equipment not used or sold, carrying amount and accumulated depreciation are removed from
financial statement. Any resulting gain or loss is reflected in statement of profit or loss and other comprehensive income.
Construction in progress is stated at historical cost and reclassified to property, plant and equipment when ready to used.
Property, plant and equipment and others assets, include intangible assets reviewed to determined whether there is any
indication that those assets have suffered an impairment loss. Losses resulted impairment recognized amounting to
difference between carrying amount with the recoverable amount of this assets. The recoverable amount is the higher of
fair value less cost to sell and value in used.
Initially trade accounts payable recognized at fair value and then at amortized cost using effective interest rate method,
except discount effect is not significant.
Borrowing cost for construction of qualifying assets, capitalized during period to completed assets construction and
prepared until ready for their intended use or sale. Others borrowing costs are recognized in profit or loss in the period in
which they are incurred.
Provisions are recognized when the Company has a present obligation (legal or constructive) as a result of a past event, it
is probable that the Company will be required to settle the obligation, and a reliable estimate made of the amount of the
obligation.
Initially, loans recognized at fair value, less transactions cost incurred. And then, loans measured at amortized cost using
effective interest rate method.
The amount recognized as a provisions is the best estimate of the consideration required to settle the present obligation at
the end of the reporting period, taking into account the risks and uncertainties surrounding the obligation. When a provision
is measured using the estimated cash flows to settle the present obligation, its carrying amount is the present value of
those cash flows.
12
PT WAHANA PRONATURAL Tbk
NOTES TO FINANCIAL STATEMENTS (continued)
DECEMBER 31, 2016 AND 2015
AND FOR THE YEARS THEN ENDED
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)
o. Revenue recognition and expense
p. Income Tax
q. Employee benefit obligation
Deffered tax assets are recognized to the extent it is probable total taxable income in the future will be available against
which deductible temporary differences and tax losses can be utilized.
The Company recognized employee benefits obligation based on PSAK No. 24 “Employee Benefits” required under Labor
Law No. 13/2003 dated March 25, 2003 (“UU No. 13/2003”). There is no funding set aside by the Company in respect of
these employee benefits.
Tax expenses consist of current tax and deffered tax. Tax recognized in statement of profit loss, except tax in relation with
transaction or event recognized in others comprehensive income or directly recognized in equity.
Current tax expense computed using prevailing tax rates at reporting date. Management periodically reviewed positions
are reported in the annual tax return (SPT) with respect to condition in which applicable tax rules require interpretation. If
needed, management determines allowance based on total expected to be paid to the tax authorities.
Corrections of tax obligation are recognized when tax assessment letter is received or if objected to or appealed, recorded
when the objection or appeal is detemines.
The computed employee benefits is using the Projected Unit Credit method. Accumulated net gain and loss not exceeding
10% of the define benefit is recognized using a straight-line method over the expected average remaining working period
of the employees in the said program. Past service cost is charged directly to the extent that the benefits are already
vested and otherwise will be recognized as an expense on a straight-line method over the average period until the benefits
become vested.
Deffered tax is recognized, using balance sheet liability method for all temporary difference between tax based of assets
and liabilities with carrying amount. Deffered tax determined using prevailing tax rate in the reporting period and expected
to be applied when deffered tax assets realized or deffered tax liabilities settlement.
Revenue from sales of goods is recognized when the significant risk and rewards of ownership of the goods already
transferred to the buyer, in the same time sending and receiving. Expense are recognized when incurred.
Total recognized as a defined benefit liability in the financial statements represents the present value of defined benefit
obligations adjusted for unrecognized actuarial gains and losses and unrecognized past service costs.
13
PT WAHANA PRONATURAL Tbk
NOTES TO FINANCIAL STATEMENTS (continued)
DECEMBER 31, 2016 AND 2015
AND FOR THE YEARS THEN ENDED
2. IKHTISAR KEBIJAKAN AKUNTANSI YANG SIGNIFIKAN (continued)
r. Earning per share
s. Foreign currency translation
(a) Functional currency and presentation
(b) Transaction and balance
t. Segments Information
The transactions in the currencies other than the entity's functional currency are recognized at the rates of exchange
prevailing at the dates of the transactions. At the end of each reporting period, assets and liabilities monetary items
denominated in foreign currencies are retranslated at the rate prevailing at that date.
Operating segment reported consistent with internal report given to decision maker of main operation. The decision maker
of main operation, have responsibility to allocated resource and assesment of performance, have been identified as
committe strategic decision maker.
Statement of financial position reported in “Rupiah” (Rp) its functional currency of the Company.
Foreign exchange gains and losses arising from settlement of transactions denominated in foreign currencies and from
the translation of foreign currency monetary assets and liabilities using the rates of exchange prevailing at the end of
the period are recognized as income or expenses in the statement of profit or loss, unless recognized in equity as cash
flows hedges and is included in the cost of borrowing directly related to the qualifying asset.
Foreign exchange rate used, based on middle rate Bank Indonesia at December 31, 2016 and 2015 amounting to Rp
13.346 dan Rp 13.795 per 1 U.S. Dollar, respectively.
Basic earning per share is computed by dividing net income current year with the weighted average number of shares
outstanding during the year.
Diluted earning per share is computed by dividing net income with the weighted average number of shares outstanding as
adjusted the effects of all dilutive potential ordinary shares.
The items included in the Company's financial statements are measured using currencies that correspond to the main
economic environment in which the entity operates (“functional currency”).
14
PT WAHANA PRONATURAL Tbk
NOTES TO FINANCIAL STATEMENTS (continued)
DECEMBER 31, 2016 AND 2015
AND FOR THE YEARS THEN ENDED
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued)
i. The Important of Accounting Estimation
Estimated useful lives of property, plant and equipment
Employee benefit obligation
Benefit will be paid and have a time period similar to period of the related liability.
The Company reviews periodically of the usefull lives of the property, plant and equipment based on factors such as
technical conditions (estimated useability, operation, maintenance) and future technology development. Future result of
operatios will be materially affected by changes in these estimates resulting from changes in the factors mentioned above.
The present value of post-employment benefit obligation and the accrued pension cost depend on several factors
determined on an actuaria basis based on several assumptions. The assumptions used to determine the net pension cost
(benefit) include the discount rate. Changes in this assumption will affect the total recorded post-employment benefits and
pension funds.
The principal assumptions of the future and other key sources of estimation of other uncertainties at the reporting date which
have significant risks for material adjustments to the carrying amount of assets and liabilities for subsequent period/years are
disclosed below. The Company based its assumptions and estimates on the parameters available at the time the financial
statements are prepared. Assumptions and conditions in the future may be changed caused by market changes or condition
outside in the Company. This changes reflected in the related assumptions when is incurred.
The key assumptions of post-employment benefits obligations are partly determined based on current market conditions.
Additional information is disclosed on Notes 14.
The preparation of the financial statements requires management to make judgments, estimates and assumptions that affect
the total reported of revenues, expenses, assets dan liabilities, at the end of the reporting period. Uncertainty about
assumptions and estimates may result in material adjustments to the carrying amount of assets and liabilities in the
subsequent reporting period.
The Company determines the appropriate disount rate at the end of the reporting period, interest rate used to determined
the expected future cash outflows to settle the liability. In determining the appropriate interest rate, the Company considers
the average interst rate on government bonds on an active market denominated in the currency.
15
PT WAHANA PRONATURAL Tbk
NOTES TO FINANCIAL STATEMENTS (continued)
DECEMBER 31, 2016 AND 2015
AND FOR THE YEARS THEN ENDED
3. KEY SOURCES OF ESTIMATION UNCERTAINTY AND CONSIDERATION (Continued)
ii. Significant Judgements in Applying Accounting Policies
Classification financial assets and liabilities
The following consideration made by management in context of implementing the Company's accounting policies that have
significant impact to the financial statements.
The Company classified assets and liabilities as financial assets and liabilities with consideration when definition define by
PSAK No. 55 fulfilled. Therefore, financial assets and liabilities recognized as the Company policy stated in Notes 2d.
16
PT WAHANA PRONATURAL Tbk
NOTES TO FINANCIAL STATEMENTS (continued)
DECEMBER 31, 2016 AND 2015
AND FOR THE YEARS THEN ENDED
4. CASH AND CASH EQUIVALENTS
Cash
Bank
Rupiah
- PT Bank Mandiri (Persero), Tbk
- PT Bank OCBC NISP, Tbk
- PT Bank BCA , Tbk
U.S. Dollar
- PT Bank Mandiri (Persero), Tbk
- PT Bank OCBC NISP, Tbk
Total
5. TRADE ACCOUNTS RECEIVABLE TO THIRD PARTIES
Third Parties
In Rupiah
- PT Inasentra Unisatya
- Other under 100 billion
Total
Allowance for impairment losses
Total
Aging of trade accounts receivable are as follows:
Not yet due
Past Due
- 01 - 30 days
- 31 - 60 days
- 61 - 90 days
- 91 -120 days
Total
-
Rp
5.570.890.167
1.058.353
-
10.917.361.498 -
9.306.935
1.099.626.982
13.960.261
19.071.561
10.917.361.498
2016
1.270.329.936
68.942.105
19.945.915
10.917.361.498
Rp
5.570.890.167
2015
-
5.570.890.167
Rp
2016
-
2015
-
10.788.720.126
2015
6.000.000
-
436.559.177
Rp
1.155.430.328
Rp
-
-
5.570.890.167
Rp
10.917.361.498
2016
619.854.694
-
There is no allowance for doubtfull debt for the year 2016 and 2015. Management believes that all such receivable are
collectible, meanwhile management not made an allowance for the impairment trade accounts receivable.
128.641.372
-
-
5.570.890.167
19.827.590
17
PT WAHANA PRONATURAL Tbk
NOTES TO FINANCIAL STATEMENTS (continued)
DECEMBER 31, 2016 AND 2015
AND FOR THE YEARS THEN ENDED
6. INVENTORIES
Finished goods
- Seaweed
Sub Total
Raw material
- Row material candy
- Packaging material
Sub Total
Goods in process
Finished goods - candy
Indirect material
- Sparepart
Sub Total
Total inventories
Allowance for decline in value of inventories
Total inventories net
7. ADVANCE PAYMENT - THIRD PARTIES
Advance payment
Third Parties
- Local Purchase
- Rahmad H (Kelompok Tani)
- Wempy
Total
8. PREPAID EXPENSE
This account representation prepaid expense for office rental at December 31, 2016 and 2015 was Rp 11.534.000 and Rp.
21.924.550, respectively.
17.784.876.436
8.912.685.195
586.782.982
136.041.239
624.717.643
-
624.717.643
-
30.801.536.962
2.670.000.000
Rp
Rp
2.473.119.763
3.249.378.489
3.113.337.250
2016
2016
-
6.451.060.608
586.782.982
206.041.239
2015
21.264.134.124
2.876.041.239
Rp
-
-
3.977.940.845
30.801.536.962
3.068.988.007
-
5.843.697.188
-
Rp
2015
24.822.720.026
-
24.822.720.026
18
PT WAHANA PRONATURAL Tbk
NOTES TO FINANCIAL STATEMENTS (continued)
DECEMBER 31, 2016 AND 2015
AND FOR THE YEARS THEN ENDED
9. PROPERTY, PLANT AND EQUIPMENT
At cost
Direct acquisition
- Land
- Land right
- Building
- Machine and equipment
- Vehicle
- Office equipment
Total
Accumulated depreciation
Direct acquisition
- Land right
- Building
- Machine and equipment
- Vehicle
- Office equipment
Total
Net carrying value
At cost
Direct acquisition
- Land
- Land right
- Building
- Machine and equipment
- Vehicle
- Office equipment
Total
Accumulated depreciation
Direct acquisition
- Land right
- Building
- Machine and equipment
- Vehicle
- Office equipment
Total
Net carrying value
702.652.867
74.883.830.630
64.910.424.778
178.054.000
9.973.405.852
1.771.778.305
-
3.112.595.975
-
5.506.994.261
524.598.867
5.250.000
3.652.338.724
-
33.026.115.063 -
-
22.721.334.937
-
301.120.000
Additions Deductions
-
Rp
- -
61.797.828.803
702.652.867
-
-
1.771.778.305 -
2015
13.086.001.827 3.112.595.975
4.810.878.393 1.158.539.669
7.278.772.566
4.224.001 288.448.001
January 1
890.310.000
-
5.250.000
Rp RpRp
-
890.310.000
-
-
-
- 17.939.700.630
5.250.000
-
Movement
-
4.224.001
-
-
1.158.539.669
-
- -
178.054.000
-
-
890.310.000
74.883.830.630 - -
5.250.000
16.198.597.802
2015
17.939.700.630
5.250.000
74.883.830.630
33.026.115.063
4.810.878.393
- 22.721.334.937
- 301.120.000
- 33.026.115.063
-
22.721.334.937 -
33.026.115.063
Rp
Deductions2016 Additions
- -
-
Rp Rp
DecemberJanuary 1, Movement
-
5
-
301.120.000
-
880.706.867
17.939.700.630
284.224.000
5.250.000
5.969.418.062
17.939.700.630
Rp
5.250.000
890.310.000
9.050.550.871
301.120.000
22.721.334.937
13.086.001.827
74.883.830.630
292.672.002
December 31
-
288.448.001
5.250.000
7.278.772.566
58.685.232.828
2016
61.797.828.803
-
19
PT WAHANA PRONATURAL Tbk
NOTES TO FINANCIAL STATEMENTS (continued)
DECEMBER 31, 2016 AND 2015
AND FOR THE YEARS THEN ENDED
9. PROPERTY, PLANT AND EQUIPMENT (continued)
Cost of goods sold
Operating expense
Total
Addition and deduction of property, plant and equipment are as follows :
At cost
Addition
- Land
- Land right
- Building
- Machine and equipment
- Vehicle
- Office equipment
Total
Deduction
- Land
- Land right
- Building
- Machine and equipment
- Vehicle
- Office equipment
Total
Net
Rp
1.771.778.305
-
-
Rp
-
-
2016
-
-
2016
-
-
-
-
-
-
-
-
2016
-
-
1.771.778.305
-
1.340.817.669
Rp
-
Rp
-
-
3.112.595.975
Depreciation expense at December 31, 2016 and 2015 allocated are as follows:
-
-
- -
-
3.112.595.975
2015
Rp
1.340.817.669
2015
2015
-
-
-
-
-
Rp
20
PT WAHANA PRONATURAL Tbk
NOTES TO FINANCIAL STATEMENTS (continued)
DECEMBER 31, 2016 AND 2015
AND FOR THE YEARS THEN ENDED
9. PROPERTY, PLANT AND EQUIPMENT (continued)
Depreciation expenses
Additions
- Land right
- Building
- Machine and equipment
- Vehicle
- Office equipment
Total
Deductions
- Building
- Machine and equipment
- Vehicle
- Office equipment
- Rental vehicle
Total
Total
10.OTHERS ASSETS
11.TRADE ACCOUNT PAYABLE - THIRD PARTIES
Third Parties
In Rupiah
- PT Supernova
- Permata Dunia Sukses U.
- Kelompok Tani
Sub Total (moved)
724.775.523
-
2.187.570.373
-
1.462.794.850
Rp
At December 31, 2016 and 2015, all property, plan and equipment except land, was not insured.
Other assets representation guarantee of rental office at December 31, 2016 and 2015 amounting to Rp 35.671.500 and Rp
35.671.500, respectively.
2015
1.689.042.850
Rp
-
-
178.054.000
-
Rp
- -
2015
1.771.778.305
-
Based on evaluation value of property, plant and equipment at December 31, 2016 and 2015, management believe there is
no changes that indication impairment of property, plant and equipment.
2.772.790.350
2016
4.224.001
-
2016
1.158.539.669
-
-
4.224.001
-
-
Rp
-
3.112.595.975 3.112.595.975
-
3.112.595.975
1.158.539.669
1.771.778.305
178.054.000
-
-
1.083.747.500
3.112.595.975
-
21
PT WAHANA PRONATURAL Tbk
NOTES TO FINANCIAL STATEMENTS (continued)
DECEMBER 31, 2016 AND 2015
AND FOR THE YEARS THEN ENDED
11.TRADE ACCOUNTS PAYABLE - THIRD PARTIES (continued)
SubTotal (move)
- PT Multi Aksara Sejati
- Rapigra
- PT Putra Cahaya Abadi
- Dharmapala Usaha Sukses
- DPO Indonesia
- PT Iluva Gravure Industry
- Golden Flexible Packaging
- PT Budi Starch & S Tbk
- PT Tomypack Makmur
- PT Karya Indah Bersama
- Sispack Anugerah
- PT Kalbe Farma
- Sugar Labinta
- Jecco Utama
- Kabulinco
- PT Muliaprima Packindo
- PT Multi Kemasindo Gunatama
- Indesso
- Sentra Usahatama Jaya
- Others under 500 billion
Total
Aging of trade accounts payable are as follows:
Not yet due
Past due
- 01 - 30 days
- 31 - 60 days
- 61 - 90 days
- 91 -120 days
Total
209.830.500
511.182.375
2.648.779.696
98.345.500
579.469.307
13.775.474.659
-
Rp
165.084.810
-
1.300.271.500
354.335.000
114.294.565
-
-
782.100.000
508.090.000
465.653.733
1.873.877.500
2015
Rp
-
2.187.570.373
2016
2.772.790.350
-
2.269.889.257
281.413.000
762.817.000
605.621.500
324.812.400
236.636.400
253.797.500
Rp
344.970.340
343.706.000
227.523.560
151.800.000
3.110.201.582
1.674.790.425
221.781.669
2.018.747.569
214.500.000
161.501.600
118.574.472
-
709.942.294
2015
145.425.280
107.146.215
9.483.508.810
1.976.589.800
1.911.853.350
Rp
6.243.997.808 1.608.228.209
2016
1.207.425.019
13.775.474.659
2.992.068.581
9.483.508.810
339.471.000
515.460.000
865.599.899
22
PT WAHANA PRONATURAL Tbk
NOTES TO FINANCIAL STATEMENTS (continued)
DECEMBER 31, 2016 AND 2015
AND FOR THE YEARS THEN ENDED
12.SALES ADVANCES
PT Asia Mineral Samudera
PT Asia Sejahtera Mina
Total
13.ACCRUED EXPENSES
Consultant
Others
Total
14.EMPLOYEE BENEFITS OBLIGATION
Total employee
Mortalita rate
Normal retirement rate
Disablity rate
Wages or salary increment rate
Discount rate
Resignation rate
166.048.443
7,00%
4% for x=20
225.048.443
55 years
9,00%
2016
Rp
4% for x=20
7,00%
0% for x=54
Rp
361.000
59.000.000
The Company camputed and recorded employee benefit obligation based on the Labor Law of Republik Indonesia Nomor 13
year 2003 dated March 25, 2003. Based on this law the Company is obliged to pay severance, gratituty and compensation
specified by the Labor Law. There is no funding set aside by the Company in respect of the estimated liability. Total employee
at December 31, 2016 and 2015 are amounting to 9 employee.
9
At December 31, 2016 and 2015, the Company recorded estimated employee benefit obligation used "Projected Credit Unit".
Based on actuary report number : 36/LAP/LD/II/2017, dated February 14, 2017, asumptions used are as follows:
0% for x=54
5,00%
9.029.850.232
Rp
55 years
9,00%
9
46.261.000
2016
2016 2015
11.662.319.832
2.632.469.600
2015
Table Mortalita Indonesia 2011 (TMI'II)
2.313.451.560
45.900.000
5,00%
Rp
2015
11.328.635.272
13.642.086.832
23
PT WAHANA PRONATURAL Tbk
NOTES TO FINANCIAL STATEMENTS (continued)
DECEMBER 31, 2016 AND 2015
AND FOR THE YEARS THEN ENDED
14.EMPLOYEE BENEFITS OBLIGATION (continued)
Amount recognized in statement of profit and loss and other comprehensive income are as follows:
Current service cost
Interest expense
Past service cost
Total expenses
Movement in the present value of the defined benefit obligation recognized in the statements of financial position are as follows:
Present value of the defined benefit obligation
Employee benefits expense
Benefit payment
Withdrawal of program assets
Expense/(income) other comprehensive
Paid dues
Ending balance
Expense/(income) other comprehensive recognized in statement of profit or loss and other comprehensive income are as follows:
Impact of changes in financial assumption
Impact of changes in experience adjustment
Total expense/(income)
Movement expense/(income) other comprehensive recognized in statements of financial position are as follows:
Expense/(Income) other comprehensive at beginning year
Expense of current period
Ending balance
(21.188.927)
266.078.903
2016
2016
72.489.058
39.162.014
2016
605.198.152
-
-
-
805.433.977
1.110.674.894
Rp
193.589.845
Rp
2015
169.758.889
-
Rp
(23.990.897) 39.162.014
224.226.723
54.467.834
2016
Rp
2015
266.078.903 224.226.723
- -
-
2015
-
42.169.021
39.162.014
2015
Rp Rp
57.340.138
18.178.124
Rp Rp
(23.990.897)
(23.990.897)
60.350.941
(23.990.897)
-
805.433.977
18.178.124
24
PT WAHANA PRONATURAL Tbk
NOTES TO FINANCIAL STATEMENTS (continued)
DECEMBER 31, 2016 AND 2015
AND FOR THE YEARS THEN ENDED
14.EMPLOYEE BENEFIT OBLIGATION (continued)
At December 31, 2016 sensitivity analyzed 1% are as follows:
Changes one point prosentation of asumption discount rate will be effect are as follows:
The overall effect of service costs
Prosentation
Changes employee benefit obigation
Changes one point prosentation of asumption salary rate will be effect are as follows:
The overall effect of service costs
Prosentation
Changes employee benefit obigation
Present value of the defined benefit obligation
Adjustment present value of the define benefit obligation
Adjustment prosentation
15.ACCOUNTS PAYABLE TO RELATED PARTIES
PT Hijau Sari
PT Mitra Niaga Sakti
Total
This account representation accounts payable to related parties in relation to adding equity and this payable not charge interest.
34.756.250.000
2016
34.756.250.000
69.512.500.000
34.756.250.000
1.857.451.818 1.980.755.905
39.162.014
870.081.011
20152016
2015
Rp
(23.990.897)
1.110.674.894
-7,28%
Rp
34.756.250.000
805.433.977
-2,98%
1.858.977.400
Historical information about the present value of the defined benefit obligation, the deficit in the program and the
adjustments arising on the program liabilities are as follows:
69.512.500.000
1.980.127.896
Rp
869.453.002
Rp
3,53%
748.302.506
7,95%
Rp
DecreaseIncrease
Rp
8,03%
746.776.924
Increase
-7,09%
Decrease
Rp
Rp
25
PT WAHANA PRONATURAL Tbk
NOTES TO FINANCIAL STATEMENTS (continued)
DECEMBER 31, 2016 AND 2015
AND FOR THE YEARS THEN ENDED
16.CAPITAL STOCK
List of stockholders at December 31, 2016 and 2015 are as follows :
PT Hijau Sari
PT Surya Pelangi Mandiri
PT Pesona Bangun Mandiri
PT Mitra Niaga Sakti
Public each below 5%
Total
17.ADDITIONAL PAID IN CAPITAL
Additional paid in capital - Initial offering
Issued warrant
Cost of equity securities issuance
Difference tax amnesty
Total
Rp
4.379.310.345
(2.545.594.385)
210.000.000
55.000.000
(2.545.594.385)
Rp
4.379.310.345
Based on notarial deed no. 101 dated April 8, 2011, from H. Feby Rubein Hidayat, SH, notary in Jakarta, already done sales
and purchase share own by PT Lombok Mandiri Investama amounting to 55.000.000 (fifty five million) shares with value
amounting to Rp 37,5 (thirty seven point five rupiah) to PT Mitra Niaga Sakti.
Based on notarial deed no. 100 dated April 8, 2011, from H. Feby Rubein Hidayat, SH, notary in Jakarta, already done sales
and purchase shares own by PT Lombok Mandiri Investama amounting to 55.000.000 (fifty five million) shares with value
amounting to Rp 37,5 (thirty seven point five rupiah) to PT Pesona Bangun Mandiri.
12.554.405.615
The Company already recorded 200.000.000 shares in the Indonesia Stock Exchange d/h Jakarta Stock Exchange in 2001,
accompanied with issuance of 50.000.000 shares warrant Series I, which is separate warant, giving to the shareholder the
right to buy 1 new share with a nominal value Rp 100 per share with excercise price Rp 175 per share. The Warant have a
term of implementation for 3 year and implemented since December 21, 2001 until Juni 21, 2004. At June 22, 2001, the
Company's shares and warrant began to be traded. As of the date of implementation of June 21, 2004, there is no warrant
have been converted into shares.
100.000.000
2016
12.454.405.615
10.620.689.655
2015
Based on notarial deed no. 3 dated April 8, 2011, from Afriwandi, SH, Mkn, notary in Tangerang, already done sales and
purchase share own by PT Lombok Mandiri Investama amounting to 108.800.000 (one hundred and eight million eight
hundred thousand) shares with value amouting to Rp 37,5 (thirty seven point five rupiah) to PT Surya Pelangi Mandiri.
520.000.000 100,00%
19,23%
Based on notarial deed no. 4 dated April 6, 2011, from Afriwandi, SH, Mkn, notary in Tangerang, already done sales and
purchase share own by PT Lombok Mandiri Investama amounted to 100.000.000 (one hundred million) shares with value Rp
37,5 (thirty seven point five rupiah) to PT Hijau Sari.
52.000.000.000
10.000.000.000
5.500.000.000
21.000.000.000 40,38%
10.000.000.000
55.000.000
Total
Lembar
10,58%
Share
19,23%
10,58%
100.000.000
5.500.000.000
%
Total
100.000.000
10.620.689.655
Rp
Prosentation
Owner
-
26
PT WAHANA PRONATURAL Tbk
NOTES TO FINANCIAL STATEMENTS (continued)
DECEMBER 31, 2016 AND 2015
AND FOR THE YEARS THEN ENDED
18.OTHER COMPREHENSIVE INCOME
In Rupiah
Beginning balance
Adjustment of implementation
- PSAK No. 24
- Related tax
Ending balance
19.SALES
Seaweed
Candy and dreamy
Total sales
Sales to third parties more than 10% of total sales are as follows :
PT Inasentra Unisatya
PT Asia Sejahtera Mina
Rahmat
PT Santos Jaya Abadi
Total
Rp
-
-
Kg
86.306.680.432
-
2016
-
65.842.858.579
53.837.540.072
- -
7.115.657
- - -
Rp
53.837.540.072
62.438.527.339
2016
65.842.858.579
119.680.398.651
Rp
3.610.134
23.868.153.093
23.868.153.093
119.680.398.651
2015
Rp
9.790.503
2016
Kg
-
3.610.134
Rp
2015
Rp
86.306.680.432
7.115.657
(5.997.724)
23.990.897
(13.633.593)
(39.162.014)
(13.633.593)
62.438.527.339
2015
(31.626.766)
(43.005.104)
27
PT WAHANA PRONATURAL Tbk
NOTES TO FINANCIAL STATEMENTS (continued)
DECEMBER 31, 2016 AND 2015
AND FOR THE YEARS THEN ENDED
20.COST OF GOODS SOLD
Raw material used
Labor expenses
Manufacturing overhead
- Depreciation
- Others overhead
Total production expense
Beginning balance good in process
Ending balance good in process
Beginning balance finished goods
Purchase
Ending balance finished goods
Total cost of goods sold
21.OPERATING EXPENSES
Selling expenses
- Other expenses
- Loading hauling and warehouse expenses
Total selling expenses
General and administration expenses
- Salary and employee welfare
- Depreciation
- Allowance employee expenses
- Transportation and business travelling
- Rental expenses
- Advertising expenses
- Post and telecommunication
- Employee benefits expenses
- Share registration
- Security and cleaning expenses
- Professional Fee
- Office expenses
- Repair and maintenance
SubTotal (moved)
1.771.778.305
2016
266.078.903
3.749.850.536 3.518.955.258
1.683.177.761
105.000.000
81.592.765.544
2015
6.563.466.317
54.592.310.391
2015
Rp
115.115.369.073
-
224.226.723
18.235.317
-
34.138.420
Rp
31.409.754.323
23.553.532.754
1.340.817.669
140.346.800
-
57.000.000
(21.264.134.124)
19.705.512
Rp
57.000.000
1.340.817.669
2016
66.454.340.855
6.812.110.949
5.006.314.963
17.784.876.436
2.651.548.555
-
1.771.778.305
-
52.140.285.906
113.706.361
142.884.900
1.078.128.301
1.777.658 -
Rp
1.175.000
125.850.000
5.168.735
46.750.000
21.927.504
60.000.000
1.146.100 2.395.000
1.581.125.140
115.484.019
61.564.550
47.716.959.046
13.725.900
(17.784.876.436)
-
3.520.216
29.027.975
28
PT WAHANA PRONATURAL Tbk
NOTES TO FINANCIAL STATEMENTS (continued)
DECEMBER 31, 2016 AND 2015
AND FOR THE YEARS THEN ENDED
21.OPERATING EXPENSES (continued)
SubTotal (move)
- Electricity and water expenses
- Tax expeses
- Tax penalty expenses
- Meal and drink expenses
- Medical expenses
- Fuel expenses
- Company activities expenses
- Retribution and donation
- Entertainment expenses
- Newspaper expenses
- Others administration expenses
Total general and administration expenses
Total operating expenses
22.OTHERS INCOME (EXPENSE)
Income / (expense) financial-net
Interest received
Provision/bank administrasion
Tax of interest income
Total income / (expense) finance-net
Gain/ (loss) foreign exchange rate
Others net
Gain of write-off tax payables for the year 2015
Others income
Others expense - tax amnesty
Total others net
Total others income/ (expense)
4.237.080.189
1.137.033
3.989.929.324
2016
3.681.660
3.518.955.258
Rp
629.130.454
-
1.421.100
3.749.850.536
2015
Rp
2.821.006
500.000
-
-
-
1.000.000
13.033.950
463.754.990 102.744.043
3.275.927
(6.129.005)
(546.893)
Rp
(3.399.971)
-
2015
4.180.080.189
- 35.470.000
7.683.000 -
1.000.000
-
2016
26.812.817
-
425.000
3.874.445.305
Rp
250.331
(601.667)
(4.054.709)
(11.313.756)
7.860.713
61.603.681
469.558.315
(1.998.947)
45.483.253 467.809.699
- 60.660.761
-
45.483.253
29
PT WAHANA PRONATURAL Tbk
NOTES TO FINANCIAL STATEMENTS (continued)
DECEMBER 31, 2016 AND 2015
AND FOR THE YEARS THEN ENDED
23.TAXATION
a. Prepaid of tax expense is follow :
- Value added tax in
Total
b. Tax payable are as follows :
Income tax article 21
Income tax article 23
Value added tax
Income tax article 29
Total
c. Tax income / (expense) consist of :
Curent tax
Deffered tax
Total
Current Tax
Profit before tax in statement of profit loss and others comprehensive income
Temporary difference
- Allowance of employee benefits oblgation
2016
Value added tax for the year 2016 amounting to Rp 545.935.914 include value added tax purchase from PT Inasentra
Unisatya amounting to Rp 30.274.296. Since tax invoice from this purchase received by the Company at January 31,
2017, it can not be credited with value added tax in 2016.
Rp
579.578.741
(10.783.357.109)
2015
15.020.419
Rp
(312.125.377)
14.465.104
Reconciliation between income before tax, as stated in statement of profit loss and other comprehensive income and
estimation income tax as of December 31, 2016 and 2015 are as follows :
1.000.000
2016
609.230.150
79.194.941
1.981.159.761
470.408.315
RpRp
-
2.075.819.806
123.801.416
Rp
2015
(312.125.377)
224.226.723
Rp
2016
2015
295.396.018
1.038.855.244
Rp
(225.162.250)
545.935.914
Rp
545.935.914
-
266.078.903
2016
2015
295.396.018
(11.008.519.359)
30
PT WAHANA PRONATURAL Tbk
NOTES TO FINANCIAL STATEMENTS (continued)
DECEMBER 31, 2016 AND 2015
AND FOR THE YEARS THEN ENDED
23.TAXATION (continued)
c. Taxes income / (expense) consist of :
Current tax
Permanen difference:
- Salary and employee welfare
- Profesional fee
- Retribution and donation expense
- Entertainment expense
- Rental expense
- Advertising and rental
- Interest income
- Tax expense
- Tax penalty
- Gain of write-off tax payable for the year 2015
- Ohters expense
Taxable income of the Company
Taxable income rounded
Tax rate:
Total income tax expense
Deducted:
Income tax article 22
Fiscal loss - year 2011
Tax payable (Income tax article 29)
Deffered tax
The Company
- Employee benefits obligation
Deffered tax asset net
(469.558.315)
-
-
1.472.728.233
- x
Rp
900.649.000
- 225.162.250
25% 900.649.000
Rp
2.821.006
900.649.472
629.130.454
1.000.000
61.603.681
14.530.667
-
-
-
79.194.941
(44.872.235.571)
2016
2015
December 31,
277.668.724
(43.399.507.338)
-
Rp
Calculation benefit (expense) deffered tax for the years December 31, 2016 and 2015 are as follows:
201.358.495
Rp
January 1,
Profit Loss
Rp
66.519.726
18.056.090
-
1.906.870
4.250.000
2016
(2.729.034)
225.162.250
(7.259.046)
201.358.495 66.519.726
Other comprehensive income
2.777.722
277.668.724
-
Charge to
As a result of the participation of the tax amnesty program, in 2016 the Company has lost the right to compensate for losses
amounting to Rp 43.399.507.338 incurred until 2015.
-
7.683.000
425.000
2016
-
-
(145.967.309)
Rp
9.790.503
9.790.503
-
Charge to
31
PT WAHANA PRONATURAL Tbk
NOTES TO FINANCIAL STATEMENTS (continued)
DECEMBER 31, 2016 AND 2015
AND FOR THE YEARS THEN ENDED
23.TAXATION (continued)
The Company
- Employee benefits obligation
- Fiscal loss
Deffered tax asset net
24.EARNING PER SHARE
Profit for the year (Rp.)
Total shares
Profit per share (Rp)
25.TAX AMNESTY
The Company has been paid the ransom amounting to Rp. 2.000.000 at September 7, 2016.
56.056.681 201.358.495
520.000.000
Charge to December 31,January 1,
11.369.358.430 (312.125.377)
520.000.000
2015 Profit Loss
Rp
2015
267.453.364
Based on tax amnesty certificate Number: KET-60/PP/WPJ.07/2016 dated September 7, 2016, the Company has follow tax
amnesty program. Based on tax amnesty certificate, the assets that become the object of tax amnesty as follow:
Rp
0,51
(368.182.058)
Rp
(9.969.664.115)
-
(5.997.724)
151.299.538
11.218.058.893
11.051.235.330
2016
10.849.876.835
(5.997.724)
100.000.000
For the recording accounting of the assets, the Company has applied PSAK 70 "Accounting for Tax Amnesty Asset and
Liability" paragraph 7 which indicates that the assets in the tax amnesty is recorded as tax amnesty assets. Accordance
PSAK 70 paragraph 7, the Company applies the recorded accounting for assets tax amnesty prospectively.
Asset name
Inventory
2015
Amount
Rp
Other comprehensive income
(19,17)
Charge to
32
PT WAHANA PRONATURAL Tbk
NOTES TO FINANCIAL STATEMENTS (continued)
DECEMBER 31, 2016 AND 2015
AND FOR THE YEARS THEN ENDED
SEGMENT INFORMATION
Sales
Cost of goods sols
Gross Profit
Operating expenses
Loss
Financial income
Others net
Loss before tax
Income tax expense
Other comprehensive income
Comprehensive income current year
STATEMENTS OF FINANCIAL POSITION
Current Assets
Non-current Assets
Total assets
Liabilities - short term
Liabilities - long term
Total liabilities
Year 2016
Agricultural
Product
691.085.477
25.478.991.070 46.796.076.801
8.944.363.331,84 50.154.209.722
71.023.032.578
59.098.573.053
21.317.085.731,06
29.318.572.058
75.633.200.792
- (29.371.511)
29.318.572.058
1.110.674.894
105.894.649.855
-
2.520.474.235 (9.999.035.626)
(4.054.709)
(1.951.177.306) 2.520.474.235 1.038.855.244
11.008.519.359 - (11.008.519.359)
(29.371.511)
(1.945.373.981)
(49.963.595.971)
(4.054.709) -
(65.151.773.102)
(1.748.616)
4.565.029.578
(2.636.459.458) (1.353.469.866) (3.989.929.324)
Product Total
65.842.858.579 53.837.540.072
Rp Rp Rp
(115.115.369.073)
Candy
575.100.254
30.261.449.063
69.912.357.683,84
2.520.474.235
99.230.929.742
100.341.604.636
467.809.699 -
26.
119.680.398.651
3.873.944.101
1.110.674.894
9.027.970.542
The Company classified their business into two segment; sales agrobisnis product and candy. Information about the Company
segment are as follows:
33
PT WAHANA PRONATURAL Tbk
NOTES TO FINANCIAL STATEMENTS (continued)
DECEMBER 31, 2016 AND 2015
AND FOR THE YEARS THEN ENDED
SEGMENT INFORMATION (continued)
Others information
Capital expenditure
Depreciation
Sales
Cost of goods sold
Gross profit
Operating expenses
Loss
Financial income
Gain on foreign exchange rate
Others net
Loss before tax
Tax expenses
Others comprehensive income
Comprehensive income current year
STATEMENTS OF FINANCIAL POSITION
Current Assets
Non-current assets
Total assets
Liabilities - short term
Liabilities - long term
Total liabilities
Others information
Capital expenditure
Depreciation
27.NATURE OF RELATIONSHIP AND TRANSACTIONS WITH RELATED PARTIES
Nature of relationship
a. PT Hijau Sari is the stockholder of the Company.
b. PT Mitra Niaga Sakti is the stockholder of the Company.
c. PT Lombok Mandiri Investama is the stockholder of the Company.
-
2.338.991.220
-
-
178.054.000
-
2.376.989.305
Candy
2.934.541.975
6.441.374.347
Rp
92.119.253.769
476.834.699
3.112.595.975
-
17.993.173
(312.125.377)
91.313.819.792
(4.237.080.189)
62.438.527.339 23.868.153.093
Rp Rp
-
product
(61.404.421.341)
11.030.851.054
45.483.253
(1.862.156.522)
(1.340.817.669)
(3.399.971)
22.662.676
(2.896.262.520)
37.998.085
61.853.884.580
45.483.253
(3.399.971)
(1.797.410.564)
285.446.537
60.660.761
579.578.741
(81.592.765.544)
86.306.680.432
Year 2015
product Total
(20.188.344.204)
-
3.112.595.975
3.679.808.889 4.713.914.888 1.034.105.998
Agricultural
-
107.571.334.615
2.376.989.305
80.739.646.082
34.686.598.982
72.884.735.633
(312.125.377)
178.054.000 2.934.541.975
-
85.677.879.422
805.433.977
6.441.374.347
805.433.977
26.831.688.533
18.885.761.502
- 17.993.173
(2.091.542.769)
15.800.837.480
26.
-
84.872.445.445
34
PT WAHANA PRONATURAL Tbk
NOTES TO FINANCIAL STATEMENTS (continued)
DECEMBER 31, 2016 AND 2015
AND FOR THE YEARS THEN ENDED
27.NATURE OF RELATIONSHIP AND TRANSACTIONS WITH RELATED PARTIES (continued)
Transactions with Related Parties
a.
b.
GOING CONCERN
- Build the market and develop other products.
- Maintain financial flexibility and build a stable the financial structure.
- Collect all outstanding accounts receivable, so that the finance condition is stable..
29.COMMITMENTS
Based on deed storage (Depot) No.11 dated August 9, 2016, the Company enter into agreement with PT Hijau Sari, the scope
of the agreement is the loan application can be convert to stock when due date amounting to Rp. 34.756.250.000 this loan is
intended for purchase land, building, machines and vehicle from PT. Inasetra Unisatya with term of agreement is 5 (five)
years commencing at December 21, 2011 until Desember 2016. This loan not charge of interest because it can be convert to
stock.
Based on deed storage (Depot) No.24 dated August 24, 2016, the Company enter into agreement with PT Mitra Niaga Sakti
the scope of the agreement is the loan application can be convert to stock when due date amounting to Rp. 34.756.250.000
this loan is intended for purchase land, building, machines and vehicle from PT. Inasetra Unisatya. Term of this agreement is
5 (five) years commencing December 9, 2011 until December 9, 2016. This loan not charged interest because it can be
convert to stock.
The Company received loan from PT Hijau Sari amounting to Rp 34.756.250.000 or 37,73% from total liabilities. At the
date of statements of financial position, balance of accounts payable was recorded as "Accounts payable to related
parties". (Notes 15)
To maintain the Company's going concern, management has developed plans and taken steps to continue the Company's
operational activities. The steps to be developed are:
This resulted in doubts about the Company’s ability to maintain its business continuity within a reasonable time frame.
In the normal course of business, the Company entered into certain transactions with related parties, including the following :
The Company has suffered loss in 2011 amounting to Rp 56.990.596.346 and the Company started to rise in 2014. After the
Company has follow tax amnesty program and applied PSAK 70 "Accounting for Assets dan Liabilities Tax Amnesty" in 2016
which affected the elimination of deferred tax assets on accumulated loss amounting to Rp 10.849.876.835 which is
recognized as deferred income tax expense in current year's profit and loss, the Company's current year loss as of December
31, 2016 amounting to Rp 9.969.664.111. The loss in 2016 caused by the deficit accumulated up to December 31, 2016
become Rp 58.958.355.289.
28.
The Company received loan from PT Mitra Niaga Sakti amounting to Rp 34.756.250.000 or 37,73% from total liabilities. At
the date of statements of financial position, balance of accounts payable was recorded as "Accounts payable to related
parties". (Notes 15).
35
PT WAHANA PRONATURAL Tbk
NOTES TO FINANCIAL STATEMENTS (continued)
DECEMBER 31, 2016 AND 2015
AND FOR THE YEARS THEN ENDED
29.COMMITMENTS (continued)
FINANCIAL RISK MANAGEMENT AND FINANCIAL INSTRUMENT
a. Foreign currency risk
b. Interest risk
c. Price risk
d. Credit risk
Based on mutual agreement between the Company, PT Hijau Sari and PT Mitra Niaga Sakti, the Company will completed the
stock convertion each amounting to Rp. 34.756.250.000 in 1 (one) year since December 9, 2016 and December 21, 2016
until December 9, 2016 and December 21, 2017. The relevant parties have agreed to make an addendum to the same term
and condition as the initial agreement, unless specified in the addendum.
Currency risk is the risk of fluctuations in the fair value or cash flows of financial instruments due to changes in foreign
currency exchange rates.
Interest rate risk is fluctuation risk in the fair value or cash flows from financial instrument due to changes in the market
The Company in the operational activities do not obtain loan from third parties using floating interst risk for minimalized
negatif effect to the Company.
Credit risk is the risk that one of the parties fail to meet its liability and cause the other party loss.
30.
Credit risk is a risk that the Company will incur losses arising from customer, client or other party fail to meet their
contractual obligations. The Company's financial instrument that have potensial for credit risk consist of cash and cash
equivalents and trade accounts receivable. Total maximum credit risk exposure is equal to the carrying amount of the
accounts.
The Company managed price risk by evaluated financial performance and market price of investment, also always monitor
global market.
Price risk is the risk of fluctuations in the fair value or cash flows of financial instruments due to changes in market prices,
either caused by the specific factors of the individual instrument or the factors affecting all the instruments traded in the
market.
In performing operating, investing and financing activities, the Company has financial risks of currency risk, price risk, credit
risk, liquidity risk and market risk and defines are as folows:
The Company's operating activities are mostly conducted in Rupiah and for balancing the cash flows, the Company is
funding the activities in the same currency.
36
PT WAHANA PRONATURAL Tbk
NOTES TO FINANCIAL STATEMENTS (continued)
DECEMBER 31, 2016 AND 2015
AND FOR THE YEARS THEN ENDED
FINANCIAL RISK MANAGEMENT AND FINANCIAL INSTRUMENT (continued)
d. Credit risk (continued)
The Company's maximum exposure for credit risk are as follows :
Cash and cash equivalents
Trade accounts receivable third parties
Total
e. Liquidity risk
f. Equity risk
30.
10.917.361.498 5.570.890.167
6.670.517.149
1.099.626.982 1.270.329.936
All the Company equity structure from equity and loan from supplier. There is no other loan received by the Company to
strengthen its capital structure.
The Company manage equity risk to make sure that the Company is able to continue its going concern as to maximize
return on shareholders and stakeholder as well as maintain optimization of debt and equity balance.
The Company plans to pay all liabilities in the next period. To meet the commitment, the Company expects it operation to
generate sufficient cash inflow. The Company has liquid financial assets and is available to meet liquidity needs.
The Company's Director periodically reviewed the Company capital structure. As a part of reviewed, Director considers
equity cost and related cost.
2016
Rp
2015
Liquidity risk is risk where is the Company will have difficulty in obtaining funds to meets its commitments related to
Rp
12.187.691.434
The Company managed credik risk by setting limits on the total acceptable risks for each customer and more selective in
the selection of banks and financial institution, only well known and well selected banks and financial institution are
selected.
The Company managed liquidity risk by maintaining adequate cash and cash equivalents to enable the Company to fullfill
the Company commitments to its normal operation. Beside that the Company also monitoring projection and actual cash
flows, also monitor due date financial assets and liabilities..
37
PT WAHANA PRONATURAL Tbk
NOTES TO FINANCIAL STATEMENTS (continued)
DECEMBER 31, 2016 AND 2015
AND FOR THE YEARS THEN ENDED
FINANCIAL RISK MANAGEMENT AND FINANCIAL INSTRUMENT (continued)
g. CATEGORIES AND CLASSES OF FINANCIAL INSTRUMENTS
Current financial assets
- Cash and cash equivalents
- Trade accounts receivable
Total financial assets
Financial liabilities short term
- Trade accounts payable
- Accrued expenses
Total financial liabiities
Current financial assets
- Cash and cash equivalents
- Trade accounts receivable
Total financial assets
Financial liabilities short term
- Trade accounts payable
- Accrued expenses
Total financial liabiities
h. Financial instruments
Financial assets
- Cash and cash equivalents
- Trade accounts receivable third parties
30.
December 31, 2016
-
-
Rp
Fair value
Rp
9.483.508.810
diamortisasi
Rp Rp
piutang
- 46.261.000
1.270.329.936
Carrying value and fair value financial instrument at December 31, 2016 and 2015 are as follows:
10.917.361.498
1.270.329.936
10.917.361.498
Year 2016
5.570.890.167 -
225.048.443
12.187.691.434
- 14.000.523.102
Liabilities at
amortized cost
Loans and
amortized cost
Liabilities at
Receivables
Loans and
10.917.361.498
1.099.626.982
6.670.517.149
Rp
-
December 31, 2015
-
13.775.474.659
-
-
-
Receivables
Rp
-
1.270.329.936
9.529.769.810
-
Carrying value
38
PT WAHANA PRONATURAL Tbk
NOTES TO FINANCIAL STATEMENTS (continued)
DECEMBER 31, 2016 AND 2015
AND FOR THE YEARS THEN ENDED
FINANCIAL RISK MANAGEMENT AND FINANCIAL INSTRUMENT (continued)
h. Financial Instruments (continued)
Financial Liabilities
- Trade account payables
- Accrued expenses
- Account payable to related parties
Financial Assets
- Cash and cash equivalents
- Trade account receivable to third parties
Financial Liabilities
- Trade account payables
- Accrued expenses
- Account payable to related parties
The main guidelines from this policy, are as follows :
- Minimization risk of interest rate, currency and market risk for every transaction.
-
- Monitoring and doing all activites of financial risk management.
-
31.RECLASSIFICATION ACCOUNT
One account at December 31, 2015 has been reclassified for presentation financial statements at December 31, 2016.
Account payable to related parties - long term
Account payable to related parties - short term 69.512.500.000
69.512.500.000 - 69.512.500.000
Year 2016
Carrying amount
Rp
69.512.500.000 (69.512.500.000)
69.512.500.000
RpRp
-
13.775.474.659
Rp
13.775.474.659
Debit (Credit)
Fair value
225.048.443
30.
Before Reclassification
9.483.508.810
Rp
1.099.626.982
5.570.890.167
69.512.500.000
69.512.500.000
9.483.508.810
All financial risk management activities are conducted wisely and consistently and follow best market practices.
In order to manage these risk effectively, the Board of Director has approved saveral strategies to managing financial risk,
which are in line with the Company's objectives. These guidelines establish the objectives and actions to be taken in order to
manage the financial risk.
Maximization used "natural hedge" that benefit as much as possible off-setting natural between sales and expense and
accounts payable and accounts receivable in same currency. The same strategy is taken in relation to interest rate.
46.261.000
31-Dec-15
Rp
31-Dec-15
After Reclassification
-
69.512.500.000
Year 2015
Reclassification
Rp
Fair value
46.261.000
1.099.626.982
5.570.890.167
69.512.500.000
225.048.443
Carrying amount
39
PT WAHANA PRONATURAL Tbk
NOTES TO FINANCIAL STATEMENTS (continued)
DECEMBER 31, 2016 AND 2015
AND FOR THE YEARS THEN ENDED
32. COMPLETING FINANCIAL STATEMENTS
Management of the Company has resposibility to completed this financial statements at March 21, 2017.
* * * * * * *
40