Olam Annual Report 2023
Olam Annual Report 2023
connections for a
sustainable future
Olam Group Limited Annual Report 2023
About Olam
Group Limited
Olam Group Limited is a leading food and Headquartered and listed in Singapore,
agri-business supplying food, ingredients, Olam Group currently ranks among the
feed and fibre to 22,000 customers worldwide. top 30 largest primary listed companies
Our value chain spans over 60 countries in Singapore in terms of market capitalisation
and includes farming, origination, processing on SGX-ST.
and distribution operations.
Since June 2020, Olam Group has been
Through our Purpose to ‘Re-imagine Global included in the FTSE4Good Index Series,
Agriculture and Food Systems’, Olam Group a global sustainable investment index series
aims to address the many challenges involved developed by FTSE Russell, following a rigorous
in meeting the needs of a growing global assessment of Olam’s supply chain activities,
population, while achieving a positive impact impact on the environment and governance
for farming communities, our planet and all transparency. The FTSE4Good Index Series
our stakeholders. identifies companies that demonstrate
strong Environmental, Social and Governance
(ESG) practices and is used by a variety of
market participants to create and assess
responsible investment funds.
olamgroup.com
Strategic report
Strengthening
connections for a
sustainable future
Contents
Strategic report Governance report Financial report
2 Overview 154 Governance at a glance 194 Director's statement
4 Chairman’s letter 156 Meet the Board 199 Independent Auditor's report
8 Group CEO’s review 162 Purposeful Governance 202 Consolidated Profit
14 Financial and performance 170 Nomination and and Loss Account
highlights, and four-year Remuneration 203 Consolidated Statement
summary Committee report of Comprehensive Income
18 Group CFO’s review 176 Board Risk Committee report 204 Balance Sheet
25 ofi 178 Audit Committee report 205 Statements of Changes
41 Olam Agri 185 Capital and Investment in Equity
59 Remaining Olam Group Committee report 208 Consolidated Cash Flow
83 Sustainability 187 Corporate Responsibility and Statement
124 Response to the TCFD Sustainability Committee 210 Notes to the Financial
129 Risk management report Statements
133 Integrated Impact Statement 189 Managing stakeholder 269 Corporate information
151 General information relationships 270 Shareholding information
272 Notice of Annual General
Meeting
280 Addendum to the Annual
Report 2023
Proxy form
Group at a glance
2 olamgroup.com
Strategic report
Read more on pages 62 to 68. Read more on pages 70 to 73. Read more on pages 74 to 77.
Strengthening connections
for a sustainable future
As 2023 drew to a close, all of us in the food and agriculture sector
- and beyond - continued to grapple with challenging global
macroeconomic and geopolitical conditions.
Lim Ah Doo
Chairman, Non-Executive
& Independent Director
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Strategic report
While the IPOs of ofi and Olam Agri remain on the table, Responding decisively in testing times
we are reviewing all other strategic options to unlock and
I would also like to take this opportunity to draw a line under
realise value for shareholders. We will share updates in a
concerns over allegations about our operations in Nigeria
timely manner.
reported in the media. At Olam, we uphold the highest
Re-organisation and core business standards of governance and compliance. After the
Company had categorically rejected the allegations, the
transformation remain on track Board and its Audit and Risk Committee launched an
Notwithstanding this setback, we take heart that we continue independent internal investigation into the allegations,
to witness sharper strategic positioning and focus, better conducted by external counsels and external accountants.
solutions for customers, and stronger market share in targeted
markets over the course of 2023, as the results show. The investigation concluded in mid-February 2024 and
the investigation team found no evidence supporting any
Amid the challenging backdrop, the Group reported a 10.1% of the allegations reported. Throughout the investigation,
growth in EBIT to S$1.8 billion as both ofi and Olam Agri all our businesses in Nigeria continued to operate as normal
recorded double-digit growth even as Group revenue and with the investigation now over, the management team
declined 12.1% year-on-year to S$48.3 billion. looks forward to continuing to invest and grow the business
Group PATMI was down 55.7% year-on-year to S$278.7 million in Nigeria.
as EBIT growth was offset by a full year impact of higher
Staying the course
interest rates, lower contribution from Olam Agri following
our 35.4% stake sale to SALIC, and higher exceptional losses In the current year 2024, we expect the global macro risks
arising mainly from significant adverse impact from and market volatilities to heighten and shipment disruptions
an industry-wide aberration for almond yields in Australia to continue as geopolitical events unfold.
for the season. Operational PATMI decreased by 41.4% Many of our stakeholders have been with us on our journey
to S$458.1 million. for years, even decades. Relative newcomers to Olam will
ofi delivered earnings growth on continued execution of its also be aware that we have a history of navigating and
strategic pivot towards a more solutions-led and customer- overcoming headwinds, crosswinds and other market
centric organisation. EBIT grew 11.1% to S$829.3 million uncertainties. Each time, Olam has emerged stronger and
despite a 4.9% dip in revenue to S$15.6 billion. This growth stayed true to our Purpose.
is also due to ofi focusing on selective volume opportunities I have no doubt this will continue to be the case in 2024.
that maximise earnings and returns. As we continue to work towards achieving the next key
Olam Agri posted another strong set of results despite milestone, each of our operating groups is building new and
the challenging landscape it has been facing since the exciting futures while preserving what makes Olam, Olam.
second-half of 2022. EBIT grew 12.8% to S$967.7 million We are convinced that the Company can continue to create
in 2023, driven by the robust operating performance sustainable long-term value for everyone who is connected to
of its Processing & Value-Added segment. us - our shareholders, our people, our customers, the people
we work with, and the environment in which we operate.
The Remaining Olam Group reported an EBIT loss of
S$25.1 million on lower earnings from De-Prioritised/Exiting
Assets and losses in the Nupo Ventures business.
The areas of progress by the operating groups reinforced the
core business transformation that underpins our Re-organisation
to deliver sustained long-term growth and value creation for
shareholders. This is the baseline of achievement on which We continue to witness sharper
we can truly unlock value. Recognising this, the Board
recommends a final dividend of 4.0 cents per share, which
strategic positioning and focus, better
brings the total dividend payout for 2023 to 7.0 cents per share. solutions for customers and stronger
We launched a share buyback programme for up to a market share in targeted markets
maximum of 5.0% of total outstanding shares within our over the course of 2023.
current mandate and the renewal of this mandate, for which
we are seeking shareholders’ approval at our upcoming
Annual General Meeting (AGM). Our belief is that this will
catalyse greater value for continuing investors.
Board stewardship changes The Olam Agri Board, chaired by Mr. Serge François Schoen,
former Chief Executive and Executive Chairman of Louis Dreyfus
During the year, we rationalised the number of Board Company and a veteran of the industry since July 2023, will
Committees after we had completed the restructuring of continue to steer Olam Agri into its next phase of growth.
the Group and formed ofi and Olam Agri and their respective
Boards under the Re-organisation Plan. This resulted in the We bid farewell to Mr. Kazuo Ito and Mr. Hideyuki Hori, who
dissolution of the Capital & Investment and Board Steering stepped down as Non-Executive Directors in May 2023 and
Committees, and the merger of the Risk and the Audit early March 2024 respectively. I would like to express our
Committees to form the Audit & Risk Committee. I wish thanks to Mr. Ito and Mr. Hori for their contribution to the
to thank the respective Committee Chairs and Committee Board and the relevant Committees, the business and the
members for their individual and collective valuable Re-organisation. In their place, we extend a warm welcome
contributions to the respective Committees and for to Mr. Shuji Kobayashi and Mr. Yuji Tsushima who have
enhancing Olam’s corporate governance. joined as Non-Executive Directors. As key leaders in the Food
Industry Group of Mitsubishi Corporation, they bring deep,
The ofi Board, which has been chaired by Mr. Niall direct and relevant experience to bear towards the
FitzGerald, former Chairman and CEO of Unilever PLC stewardship of the Group.
and a widely respected and experienced international
business leader since September 2021, will continue to I also wish to recognise Mr. Nihal Kaviratne for his valuable
provide its stewardship in pivoting ofi to be a focused contributions over his tenure as Non-Executive and Independent
ingredients and solutions company. Director, and for his stewardship of the Corporate Responsibility
& Sustainability Committee, which has been renamed the
Sustainability Committee, as Chair of the Committee.
6 olamgroup.com
Strategic report
Lim Ah Doo
Chairman, Non-Executive & Independent Director
Sunny Verghese
Executive Director, Co-Founder & Group CEO
Sunny Verghese
Executive Director,
Co-Founder & Group CEO
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Strategic report
The war in Ukraine continues to have a significant impact on Capitalising on our growth prospects
food supply chains with Ukrainian corn and wheat exports
for 2023/24 down by 24% compared to the previous year. Double-digit EBIT growth from both ofi and Olam Agri
With protracted disruption to agricultural production, reflected strong operational execution, though higher sales
distribution networks and trade flows, the ongoing conflict volumes were offset by lower prices across several products
has intensified the challenge of ensuring food security. It is across the year. Second-half year performance saw improved
projected that almost 600 million people will be chronically results over H1, and up over the same period in 2022, which
undernourished in 2030 if the war is sustained, with the gives confidence to our belief that we are taking steps to
world’s poorest and most hungry populations in Africa hit capitalise on our growth prospects and to drive returns for
hardest.1 Continued and escalated conflict in the Middle investors. We have launched a share buyback programme
East will also have repercussions in human and economic up to a maximum 5.0% of our outstanding shares within our
terms, where underlying threats to food security and energy current mandate and the renewal of this mandate at the
security will soar. Annual General Meeting in April 2024.
To date, domestic food price inflation remains elevated The growth of ofi and Olam Agri, and continued progress
across all countries of varying income levels, with inflation of our businesses in the Remaining Olam Group, is testimony
rates ranging between 10.3% to 29.9% in low-income to the differentiated, unique propositions and solid execution
countries to upper-middle-income countries as noted of each respective business. Each operating group continues
by the International Food Policy Research Institute and to build its capabilities and is well positioned to best meet
the World Bank.2 demand and to capitalise on market opportunities.
Notwithstanding the continuing global macro risks and market
As the world faces complex challenges and disruptions, volatilities impacting trade flows, we expect the food and
I am proud that as an organisation we have displayed agriculture industry to remain resilient.
resilience, not just in our operational execution but also
the enduring dedication and efforts of our employees to During the year, the operating groups invested strategically
strengthen connections to serve our customers, communities to strengthen and expand their capabilities.
and to drive our Purpose of reimagining global food and ofi continues to execute its strategy by investing for
agriculture systems for a more sustainable future. the future with new manufacturing assets while building
The focused and differentiated strategies of our operating enhanced capabilities in sustainability, digital, innovation
groups continue to allow us to capture opportunities across and other customer facing areas. It commissioned a dairy
the food, feed and ingredients space, despite the combination processing facility in New Zealand and a soluble coffee
of issues affecting the global economy. Our Re-organisation facility in Brazil, while undertaking a major expansion of its
has enabled each operating group to develop a differentiated dairy processing capacity in Malaysia. ofi opened its fourth
strategy and new game plan to capitalise on specific trends customer solutions centre in Amsterdam, adding to its network
that underpin its sectors, attract talent, drive best-in-class of existing centres in Chicago, Singapore and Bangalore.
efficiencies, invest in assets and capabilities, and innovate Its joint venture with China’s largest online snacks retailer
to capitalise on the changing needs in the global marketplace. Three Squirrels Inc. opened a new private label nuts roasting
The strengths and unique positioning of each business means and packing facility in Wuwei, China to serve one of the
they are well placed to continue to create sustainable growth world’s fastest growing markets for snack nuts. It also
and value for stakeholders. completed the acquisition of the balance 15.0% stake in
YTS Holdings Pte Ltd, owner of PT. Bumitangerang
Mesindotama (“BT Cocoa”), for US$22.3 million.
1. https://www.fao.org/3/nn735en/nn735en.pdf
2. https://www.ifpri.org/blog/despite-improved-global-market-conditions-high-food-
price-inflation-persists#:~:text=Average%20food%20inflation%20in%20upper,%25%20
by%20September%2DOctober%202023
Olam Agri continues to execute its strategy of scaling up Our Re-organisation journey
its global origination and trading operations while investing
Our transformational Re-organisation plan set a new
in value-added destination processing across Africa and Asia
direction and ambition that has been both significant and
to execute on its differentiated strategy to deliver profitable
inspiring to all our partners and to everyone within the Olam
growth and superior returns. The Strategic Supply and
Group. The Extraordinary General Meeting in April 2023 was
Cooperation agreement with SALIC is also expected to
significant in terms of the clear mandate it gave pertaining
catalyse its growth in the Gulf region. Olam Agri’s targeted
to the next steps in the Re-organisation of Olam Agri, ofi
investments included the acquisition of the aquafeed business
and the Remaining Olam Group. All three operating groups
of CUU Long Fish Import-Export Corporation in Vietnam as
continue to shape their own standalone futures.
well as additional rubber processing investments in Côte d’Ivoire
and an investment in value added scantling manufacturing Investors and stakeholders have embraced the strategy
in our wood business in the Republic of Congo. It also installed and we are thankful and appreciative as they continue
a rice bran facility to extract value from the bran produced to be supportive of our Re-organisation journey.
as a by-product of rice milling, as well as commencing the
The regulatory framework is still being finalised in the
construction and installation of a soy crush facility in Nigeria.
Kingdom of Saudi Arabia to enable the listing of foreign
Other investments included expanding capacity and
companies and the issuance of Saudi Depositary Receipts
capabilities for integrated ginning in Chad and Côte d’Ivoire,
on the Saudi Exchange. As such the Olam Agri IPO will not
and saw milling in the Republic of Congo.
take place in H1 2024. We remain committed to list ofi and
In the Remaining Olam Group, 2023 saw the growth of Nupo Olam Agri and will retain flexibility on the listing sequence,
Venture’s portfolio companies. As a corporate studio, Nupo as well as exploring other strategic options to unlock value.
Ventures is focused on incubating in nurturing ‘Profit with
The Group will consider both internal and external factors
Purpose’ businesses aiming to generate both financial
to guide its decisions including business performance of all
returns as well as pioneering bold sustainability impacts
three operating groups, prevailing capital market conditions
in primarily the food and agriculture sector. Its focus is on
and global macroeconomic developments as well as receiving
tackling ESG related challenges through innovative digital
all necessary regulatory approvals.
first solutions. 2023 saw strong growth for both its Jiva and
Terrascope businesses, while TRACT, a new digital platform
developed in conjunction with industry peers, was launched.
Though still in the early stages of their growth, these
businesses are well placed to meet the growing demand for
sustainable products and services. Digital and technology
solutions business, Mindsprint saw its development aided by
the addition of new third party customers in 2023, Second-half year performance saw
strengthening its proposition with a focus on supply chain, improved results over H1, and up over
data and analytics, enterprise technology and digital
transformation service offerings.
the same period in 2022, which gives
confidence to our belief that we are
Against this progress, we are proud to have improved our
ranking in the Fortune Global 500 list of companies, rising taking steps to capitalise on our
30 positions from 2022 following our initial inclusion in 2021. growth prospects and to drive returns
We understand there were some concerns following for investors.
allegations about our Nigerian operations. As announced
on February 19, 2024, an independent internal investigation
launched by the Olam Group Board and its Audit & Risk
Committee comprising external counsels and independent
auditor has concluded. The investigation team found no
evidence supporting any of the specific allegations reported.
We have cooperated fully with the Nigerian authorities and
no charges have been brought against Olam Nigeria or any
of its officers. All our businesses in Nigeria operate as normal
and we look forward to investing and growing in the country.
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Delivering sustainable and positive market demand for sustainably produced and low-emission
impact agricultural products that support the transition to net-zero
and nature-positive food systems. It also joined the COP28
Sustainability is woven into the fabric of Olam. Conducting Action Agenda on Regenerative Landscapes initiative to
business in an ethical, socially responsible and environmentally aggregate, accelerate and amplify efforts to implement
sustainable way is critical to our ongoing performance and regenerative agricultural practices to restore and enhance
profitability, maintaining our license to operate and grow, landscapes and improve sustainability and resilience of food
and building trust and engagement with our stakeholders. and agricultural systems by 2030.
It is vital to take action to protect our natural environment,
people and communities and we are committed to playing
our part to deliver positive impacts to regenerate the living
world, tackle climate change, strengthen prosperity and
improve livelihoods, and increase the transparency and
resilience of our supply chains. If we are to reverse - and Our Re-organisation has enabled each
restore - the negative impacts on our planet and people, operating group to develop a differentiated
we cannot wait to do the right thing. Each of our operating
strategy to capitalise on specific trends
groups are advancing their approach to sustainability
in line with their respective business strategies to ensure that underpin its sectors, attract talent,
they are focused on the key areas where they can make drive best-in-class efficiencies, invest in
a positive difference. assets and capabilities, and innovate to
As our planet faces immediate and urgent challenges, we are capitalise on the changing needs of the
working and partnering to take action. ofi has been selected global marketplace.
as one of 100 companies that will pilot the EU Deforestation
Regulation information system from January 2024. Olam
Agri is among more than 20 corporate and research partners
that have joined together as part of the World Economic
Forum's pioneering First Movers Coalition for Food to create
We strive for a future where farmers can earn a living income, We recognise that we cannot deliver progress and impacts
where everyone has access to better, and affordable nutrition. alone. Listening, engaging and collaborating with the private
We continue to support activities and initiatives that are and public sectors and civil society, directly and through our
improving the livelihoods of farmers and their families in our participation in multi-stakeholder forums, is essential to
communities, as well as actions to improve food security for making real and tangible progress to achieve our own goals
all. Our Living Income Calculator has enabled us to assess but also to tackling the major social, environmental and
living income gaps in 17 supply chains and in 2023, ofi economic challenges collectively facing us.
and Olam Agri worked with the Sustainable Food Lab
Another partnership that we are proud to be part of is Olam’s
and the Living Income Community of Practice to work
contribution towards industry initiatives like the Sustainable
towards making the tool publicly available and to promote
Markets Initiative’s Agribusiness Task Force. Together with
sector-wide collaboration to improve smallholders’ income.
various industry partners, the Agribusiness Task Force was
We are delighted to be recognised for our commitment and able to launch a new blended finance framework to unlock
impact to sustainability during the past year. financing for regenerative agriculture, and the Agriculture
Sector Roadmap to 1.5°C has delivered the Soy Sector
For the second successive year, ofi was awarded the
Roadmap to halt deforestation in high priority biomes.
Sustainability Innovation Award at Food Ingredients Europe
for its Carbon Scenario Planner (CSP) and also shortlisted People powered performance
for Net-Zero Innovation of the Year at the 2024 Edie awards
for a carbon sequestration monitoring tool. ofi and Olam The talents, dedication and hard work of our employees
Agri both received recognition at the Reuters Responsible is central to our performance and success. We are focused
Business Awards with ofi’s coffee business being singled out on creating and maintaining a safe and inclusive environment
for its innovative sustainable packaging and Olam Agri where every employee feels valued and respected. As each
being highly commended for its sustainable rice farming of our businesses forges their own strategic direction, they
projects in Thailand and Vietnam. are establishing their own distinctive cultures derived from
many of the qualities that have been central to Olam’s three
We are committed to high levels of corporate governance decades of growth and success.
and alongside the Board, we ensure that Olam is governed
purposefully as we work to improve our sustainable Across our businesses we have continued to strengthen our
performance to support our growth and to better serve talent management and learning and development that is
our stakeholders. More detail can be found in the Governance providing greater access to developing the knowledge, skills
section of this report. and capabilities to keep pace with the changing world we
operate in.
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Sunny Verghese
Executive Director, Co-Founder & Group CEO
Invested Capital Group sales revenue by region Group sourcing volume by region
(S$ million) (S$ million) (’000 metric tonnes)
ofi 59.5% Asia, Middle East 49.1% Asia, Middle East 27.6%
& Australia & Australia
Olam Agri 27.6%
Africa 15.5% Africa 9.2%
Remaining 12.9%
Olam Group Europe 18.9% Europe 24.7%
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Financial highlights
For the 12 months ended 31 December
(S$ million)
44,097.4
45,425.3
54,901.0
44,409.7
42,873.3
48,272.0
47,002.0
35,820.1
2020 2021 2022 2023 2020 2021 2022 2023
ofi 3,265.1 3,676.9 3,585.1 3,284.3 ofi 11,993.6 14,216.8 16,391.7 15,583.4
Olam Agri 39,925.5 40,607.1 38,175.6 39,540.7 Olam Agri 22,407.9 31,276.9 36,904.0 31,319.7
Remaining 1,219.1 1,141.3 1,112.6 1,272.4 Remaining 1,418.6 1,508.3 1,605.3 1,368.9
Olam Group Olam Group
19,750.1
1,608.7
19,332.5
1,422.6
19,012.2
16,666
1,069.4
ofi 692.1 820.7 746.5 829.3 ofi 8,943.4 10,761.5 11,545.9 11,754.3
Olam Agri 497.0 752.9 857.7 967.7 Olam Agri 4,210.7 5,242.1 5,123.5 5,457.6
Remaining (119.7) (151.0) 4.5 (25.1) Remaining 3,511.9 3,008.6 2,663.1 2,538.2
Olam Group Olam Group
Profit After Tax and Minority Interest Operational Profit After Tax and Minority Interest^
(S$ million) (S$ million)
961.1
686.4
629.1
781.5
677.8
458.1
278.7
245.7
* 2020 to 2021 financial results for operating groups have been re-stated to reflect intra-group adjustments
^ Excludes exceptional items
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26.3 16.8
9.3 6.0
15.6 11.2
3.4
5.8 6.5
3.5
190.7
7,659.1
7,327.4
182.3
180.5
6,771.2
5,962.5
26.7
22,000
20,900
20,200
23.9
22.8
17,300
^^ Excludes impact of capital securities distribution on net income and capital securities on equity
Performance highlights
Volume Revenue
44.1 m MT S$48.3 bn
+2.9% -12.1%
EBIT PATMI
S$1.8 bn S$278.7 m
+10.1% -55.7%
S$458.1 m S$19.8 bn
-41.4% +2.2%
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Group EBIT
(S$ million)
S$1,772 m
+18.3%
+10.1%
1,772 We have maintained discipline in
1,423 1,609 our use of capital and focused our
1,069
46.8% investments that are earnings and
57.7% 46.4%
returns accretive while enhancing
64.7% our sustainability impact. Given the
52.9% 53.3%
54.6% inflationary and rising interest rate
46.5% background, we have focused on
0.3%
-11.2% -10.6% -1.4% optimising our overall cost structures
2020 2021 2022 2023 while seeking to pass through rising
ofi interest costs.
Olam Agri
Remaining
Olam Group
10,066
10,001
10,036
16,666 capital and working capital. With EBIT at S$1.8 billion, our
EBIT over average invested capital or pre-tax ROIC2, which
8,735
9,749
8,976
7,931
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Cash-to-cash cycle
(days)
72
55
2022 2023
3. Total assets refers to net assets with the exclusion of borrowings and lease liabilities.
Net gearing rose to 1.73 times (end-2022: 1.47 times) due to Net operating cash flow for 2023 decreased by
higher net debt and reduced shareholders’ equity, but still S$897.2 million to S$1.0 billion (2022: S$1.9 billion) due to
within a comfortable range. Our net debt increased by the large increase in working capital utilisation. Gross CapEx
S$1.4 billion on account of higher working capital was S$697.2 million compared to S$1.1 billion in 2022. After
requirements, which we witnessed in the second-half of disposals and divestments, net CapEx amounted to
2023. Our equity position decreased by S$334.0 million S$580.2 million in 2023 while in 2022, there was a net cash
largely due to foreign currency translation loss from the inflow of S$984.8 million due primarily to the divestment
devaluation of the US dollar, Nigerian naira and Russian proceeds from the sale of the minority stake in Olam Agri.
ruble against the reporting currency, as well as dividend As a result, Free Cash Flow to Firm (FCFF) decreased
payments. substantially from S$2.7 billion in 2022 to S$215.4 million.
Interest paid also increased significantly, leading to a
Of the S$9.8 billion inventory position, approximately 61.6%
negative S$914.8 million in Free Cash Flow to Equity (FCFE)
or S$6.0 billion were readily marketable inventories (RMI)
against a positive FCFE in 2022 (2022: S$1.9 billion).
that were liquid, hedged and/or sold forward, operating
as near-cash assets on our balance sheet. In addition, S$ Million 2023 2022 Change
approximately 56.6% of the S$3.3 billion in trade receivables Operating Cash Flow
were secured. Our net gearing as at end-2023 would be (before Interest and Tax) 2,255.7 2,193.3 62.4
at a very healthy 0.65 times after adjusting for RMI and
Changes in Working
secured receivables (end-2022: 0.64 times), reflecting
Capital (1,224.8) (265.2) (959.6)
the true indebtedness of our Group.
Net Operating Cash Flow 1,030.9 1,928.1 (897.2)
S$ Million 2023 2022 Change Tax Paid (235.3) (214.0) (21.3)
Gross Debt 16,293.8 16,145.7 148.1 CapEx/Investments/
Less: Cash 3,581.6 4,805.6 (1,224.0) Divestments (580.2) 984.8 (1,565.0)
Net Debt 12,712.2 11,340.1 1,372.1 Free Cash Flow to Firm
Less: Readily Marketable (FCFF) 215.4 2,698.9 (2,483.5)
Inventory (RMI) 6,044.3 5,636.2 408.1 Net Interest Paid (1,130.2) (749.5) (380.7)
Less: Secured Free Cash Flow to Equity
Receivables 1,888.6 770.0 1,118.6 (FCFE) (914.8) 1,949.4 (2,864.2)
Adjusted Net Debt 4,779.3 4,933.9 (154.6)
Equity (before fair value
adjustment reserves) 7,366.0 7,700.0 (334.0)
Net Debt/Equity (Basic) 1.73 1.47 0.26
Net Debt/Equity
(Adjusted) 0.65 0.64 0.01
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+4,961
16,294
6,550
1,889
6,044
9,744
3,582
Short-Term
Long-Term
In 2023, the Company and its operating groups refinanced Borrowing mix*
their borrowing facilities by securing revolving credit facilities Borrowing Mix** (%)
(%)
(RCF) and medium-term loans that also align with their 100 100
Purpose: 13.0 11.0
Segment Sales Volume ('000 MT) Revenue EBIT Invested Capital (IC)1 EBIT/IC
S$ Million 2023 2022 2023 2022 2023 2022 2023 2022 2023 2022
ofi 3,284.3 3,585.1 15,583.4 16,391.7 829.3 746.5 11,754.3 11,545.9 7.1% 6.7%
Global
Sourcing 2,714.4 2,974.2 9,837.9 11,077.5 295.2 339.0 4,218.8 4,475.5 6.8% 7.4%
Ingredients &
Solutions 1,239.3 1,270.3 8,285.6 7,532.7 534.1 407.5 7,535.5 7,070.4 7.3% 6.2%
Inter-
Segmental
Sales (669.4) (659.4) (2,540.1) (2,218.5) – – – – – –
Olam Agri 39,540.7 38,175.6 31,319.7 36,904.0 967.7 857.7 5,457.6 5,123.5 18.3% 16.5%
Food & Feed
- Origination &
Merchandising 33,251.3 31,785.7 21,731.1 24,811.6 224.4 251.9 1,348.7 1,387.0 16.4% 23.2%
Food & Feed
- Processing &
Value-Added 4,135.4 4,031.7 4,501.9 4,873.9 591.2 423.0 2,195.3 2,306.7 26.3% 19.3%
Fibre,
Agri-
industrials &
Ag Services 2,154.0 2,358.2 5,086.7 7,218.5 152.1 182.8 1,913.6 1,429.8 9.1% 9.6%
Remaining
Olam Group 1,272.4 1,112.6 1,368.9 1,605.3 (25.1) 4.5 2,538.2 2,663.1 (1.0%) 0.2%
De-Prioritised/
Exiting Assets 128.5 169.4 205.0 291.1 (11.3) 13.9 523.0 551.3 (2.1%) 2.5%
Continuing/
Gestating
Businesses^^ 807.3 688.2 1,004.1 1,213.0 52.8 52.2 1,991.0 2,097.5 2.6% 2.3%
Incubating
Businesses 336.6 255.0 159.8 101.2 (66.6) (61.6) 24.2 14.3 n.m. n.m.
Total 44,097.4 42,873.3 48,272.0 54,901.0 1,771.9 1,608.7 19,750.1 19,332.5 9.1% 8.4%
^^ Including corporate adjustments
For more detailed information on For more detailed information on For more detailed information on
ofi financial results please see Olam Agri financial results please Remaining Olam Group financial
pages 31 to 33. see pages 42 to 49. results please see pages 60 to 61.
1. Invested Capital excludes Gabon Fertiliser Project (2023: S$244.8 million; 2022: S$239.5 million).
24 olamgroup.com
Strategic report
Working to inspire new concepts that make it real, from plant to palate
Led by its Purpose, ‘be the change for good food and a healthy future’, ofi offers
sustainable, natural, value-added food products and ingredients so consumers
can enjoy the healthy and indulgent products they love. Consisting of industry-
leading businesses - cocoa, coffee, dairy, nuts, spices and the recently created
Food & Beverage Solutions platform - it partners with customers to co-create
solutions that anticipate and meet changing consumer preferences as demand
increases for healthier food that is traceable and sustainable.
ofi.com
A Shekhar
CEO, ofi
26 ofi.com
Strategic report
Key highlights ofi continued to innovate and adopt new tools to support our
sustainability strategy, and it has been rewarding to see this
recognised by various industry awards. For example, our
Volume EBIT/IC Carbon Scenario Planner (CSP) won the 2023 Sustainability
* primary workforce
28 ofi.com
Strategic report
As well as creating the right conditions externally, we are We remain ready and committed to pursue the de-merger
focused on creating and maintaining a safe and inclusive and initial public offering of ofi on the premium segment
workplace for our people who are our most valuable assets. of the London Stock Exchange, with a concurrent listing in
We have continued to bring our company Purpose to life Singapore. We will retain flexibility on the listing sequence
through a unique ‘hearts and minds’ approach, helping with Olam Agri, as well as exploring other strategic options
employees understand and connect to our Purpose while to unlock value. We will continue to leverage scale and
embedding it deeply within product and function strategies expertise from the strong foundation of our Global Sourcing
to tightly interlace ofi Purpose and ofi strategy. We also operations, extract full potential from the continuing
launched a powerful new employee value proposition, to investments and acquisitions in Ingredients & Solutions,
always ‘be ofi’ - which represents our promise to our people and bring this all together by investing further in
and reflects the authentic experience of what it is like to work value-enhancing capabilities for ofi, to drive growth in 2024
at ofi. and beyond.
In summary, I am proud of the operational performance
A Shekhar
and strategic strides made in 2023, and we move forwards
CEO, ofi
in 2024 with great confidence to continue our progress.
An integrated value-added
ingredients business
va
lu
s
e-
ice
On
an
ad
sp
ds
e-s
ded
se
rsified o ring across
a nd
tr o
top,
rvi
solut
n g in
ng
Dive e, dairy, nuts
vertically integrate
c u st o m e r s g l o
v a t i o n cap
o ff e
ba
a
bal
a, c
da
ll y
ilit
fo
co
nd
ie s t
o
co
tp
rin
Global Sourcing
Supply chain expertise and global presence enabling differentiated
sustainability and traceability impact
Farming, origination Global footprint and Direct and indirect Sustainability Deep market
and sourcing presence in all key network of farmers and traceability at research and risk
origins globally the heart of business management
with social, expertise
environmental and
economic impact
30 ofi.com
Strategic report
S$11,754 m
+9.5%
+1.8%
11,546 11,754
10,762
In 2023, ofi delivered solid double-digit
8,943
EBIT growth and enhanced returns, 39% 36%
Rishi Kalra
CFO, ofi
Invested capital was largely flat at S$11.8 billion, 1.8% higher EBIT
than the prior year driven by increased fixed and working (S$ million)
capital deployed in the Ingredients & Solutions segment as
new facilities came onstream. The increase was partly offset S$295 m
by lower capital deployed in the Global Sourcing segment -1.7%
from a combination of lower volumes and tight controls on
-12.9%
operational cycle time. 413
339
EBIT on average invested capital (EBIT/IC) for the year 311 295
increased from 6.7% in 2022 to 7.1% in 2023, reflecting the
strong EBIT growth and tightly-controlled invested capital.
Global Sourcing
Global Sourcing reported an 8.7% decrease in sales volume
to 2.7 million MT in 2023 as the business was selective in 2020 2021
Restated Restated 2022 2023
prioritising opportunities that enhanced margins and returns.
The main declines were in cocoa beans and in the dairy and EBIT/MT (S$) 102 138 114 109
cashew supply chain businesses, partially offset by growth in -12.7%
green coffee. Revenue decreased by 11.2% to S$9.8 billion
from reduced volumes together with softer coffee and dairy Adjusted EBIT (S$) 318 419 345 301
The segment EBIT excludes the exceptional impact on ofi’s 5,134 -5.7%
4,673 4,476
Australian almond orchards, which arose due to the 4,219
unprecedented, materially lower crop yield that affected the
entire almond industry in Australia for the 2022/23 growing 3,217 2,792 2,694
2,467
season. Going forward, ofi’s crop experts and agronomists
concur with external analysis that the 2023 crop was an
aberration and the orchards are expected to record 1,917 1,881 1,782
1,752
improved performance in 2024 and beyond, thanks to lower
input costs, affordable water prices and high water 2020 2021
Restated Restated 2022 2023
availability, better climatic conditions and improving export
prices. EBIT/IC (%) 6.1% 8.4% 7.4% 6.8%
32 ofi.com
Strategic report
ofi is investing for the future with new assets enhancing our
sustainability capabilities and development opportunities for
our people. We ‘secure our core’ through targeted investments
in proven and attractive sub-business units, combined with
measurable projects to increase efficiency and optimise cost
and capital across the organisation. At the same time we
invest in ‘future growth vectors’ to expand our presence in
attractive adjacencies that support our medium and long-term
growth ambitions. Our approach is always guided by our
strategy to increase the mix of higher-value ingredients and
solutions, becoming a more solutions-led, customer-centric
organisation while continuing to leverage the strong
foundation of our global sourcing footprint.
34 ofi.com
Strategic report
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Strategic report
ofi is finalising its vision and strategy for sustainability, led by our Purpose to ‘be the change
for good food and a healthy future’. We aim to grow, source and produce ingredients that
are good for consumers, farmers and the world around us. We will launch our progressive
sustainability strategy, including 2030 ambitions, later in 2024.
Critical
Very
important
Important
Impact on the business
Benchmarking
38 ofi.com
Strategic report
Economic Opportunity Human Rights Climate Action Ecosystems & Biodiversity Traceability
Focusing in the double materiality matrix allowed us to Why do we consider these 13 topics
identify the topics that are in the ‘critical’ impact and risk/ to be important to ofi?
opportunity category, identifying areas where ofi needs
to focus the majority of its attention to have the greatest All 13 topics are important to our business and are the areas
impact, mitigate the largest risks and capitalise on the best we believe we can have the greatest positive impact on the
opportunities. In addition, the assessment aimed to forecast planet, society and our people. Our history of effective
the scale of the potential impact (represented by the size action for farmers, farming communities, climate and the
of each bubble). landscapes shows that we can be the change for the people
and landscapes that our business depends on. By developing
By performing the double materiality assessment, we were and scaling solutions that enable farmers to earn a living
able to identify that our initial list of 13 important sustainability income, protect children and workers, and accelerate
topics resonated strongly with our stakeholders’ vision. However, decarbonisation of our supply chains, we can offer more
when adding the additional lens of risks and opportunities, sustainable choices to our customers and drive positive
five distinct topics were elevated above the rest. impacts across our operations.
Going forward, these five topics will receive the most In addition, we are seeing a large increase in global regulations
attention, with ofi striving to actively enhance our on responsible business conduct, which will profoundly affect
governance structures, develop strategies, identify, monitor the way we do business. New laws, governing our imports to
and mitigate the risks associated with each of these five areas Europe especially, will transform the competitive landscape
while also striving to capitalise on opportunities presented. and drive change across our sector. What all the laws and
However, in staying true to our Purpose, ofi plans to monitor regulations have in common is that all require unprecedented
and report on the impact we are having across all 13 traceability from end-product back to farmer-level/plot of
important topics, setting targets and challenging ourselves land. In addition, companies will be required to perform a
to ‘be the change for good food and a healthy future’. thorough risk assessment along their full supply chain
and will have to integrate due diligence into all their
corporate policies.
Human
ofi’s impact on society & environment
Diversity &
Inclusion
Supplier
Engagement Water
Impact on ofi
Processing,
Important topics Farming Sourcing Manufacturing Distribution Customer Consumer
& R&D
Economic Opportunity
Human Rights
Climate Action
Traceability
Water
Healthy Soils
Supplier Engagement
Verification
Level of impact
High Medium Low
40 ofi.com
Strategic report
olamagri.com
Olam Agri posted a resilient, double-digit EBIT growth in 2023 against the backdrop of
heightened geopolitical and macroeconomic risks impacting our industry, including the Red
Sea shipping crisis, continued disruptions of trade flows from Russia and Ukraine, economic
slow-down in post-pandemic China, and devaluation of local currencies in emerging markets.
Key highlights
Volume EBIT
('000) (S$ million)
39,540.7 967.7
3.6% 12.8%
31,319.7 5,457.6
-15.1% 6.5%
*primary workforce
42 olamagri.com
Strategic report
2023 highlights
EBIT
(S$ million) I’m proud that Olam Agri continues to
build on our track record of delivering
S$968 m high growth, high capital efficiency
and high returns, and has become
+24.9%
+12.8% a long-term partner of choice for
968 customers and suppliers. At a time
858
753
23% when food security is becoming
497
30% increasingly important, we are well
34%
37%
placed to meet rising demand for
61%
37% 49% food, feed and fibre particularly
50%
in high-growth markets in Asia,
13% 29% 21% 16% Africa and the Middle East.
2020 2021 2022 2023
Restated
EBIT/MT (S$) 12 19 22 24
Food & Feed - Origination & Merchandising
Food & Feed - Processing & Value-Added
Fibre, Agri-industrials & Ag Services
Invested Capital
(S$ million)
S$5,458 m
+9.0%
+6.5%
5,458
5,242 5,124
15% 25%
4,211 27%
19%
40%
40%
44% 45%
45% 35%
37%
28%
Food & Feed - Origination & Merchandising Invested capital eased slightly from a year ago to S$1.3 billion
by end-2023 on reduced fixed capital which came down due
The Food & Feed - Origination & Merchandising segment
to the depreciation impact on the leased freight vessels. As a
achieved sales volumes growth of 4.6% to 33.3 million MT
result, EBIT/IC declined from 23.2% in 2022 to 16.4% mainly
in 2023 (2022: 31.8 million MT), mainly due to the recovery
on the lower EBIT performance
in grains and oilseeds traded volumes and higher edible
oils volumes which more than offset the reduction in rice
volumes. Revenues fell 12.4% on lower prices across most
products, and EBIT declined 10.9% to S$224.4 million on EBIT
account of reduced contribution from edible oils and freight (S$ million)
when compared against the strong performance in these
businesses in 2022. S$224 m
+7.3%
In 2023, our grains business faced challenges amid trade
-10.9%
disruptions in the Black Sea and heightened cost of capital
due to a sharp rise in interest rates. In spite of these hurdles, 258 252
we were able to successfully fulfil our trade volume 224
182
commitments to our customers globally by tactically
leveraging alternative sources around the Black Sea,
initiating operations in France, and consolidating operations
in Spain. The contribution from edible oils was affected by
2020 2021 2022 2023
the significant drop in palm oil prices from the peak in 2022. Restated Restated Restated
The sharp turn in freight market conditions and the Red Sea EBIT/MT (S$) 5 8 8 7
crisis led to a weaker showing in our freight business.
To mitigate the impact of trade disruptions in the Black Sea
on the exports of grains, in particular wheat and corn, we Invested Capital
pivoted to alternative origination markets in other European (S$ million)
regions such as Romania, Hungary, and Serbia to ensure
consistent supply around the world. We deepened our
presence in Europe by consolidating our role as a key
S$1,349 m
distributor of grains in Spain, one of the continent’s largest
+18.2%
consumers. We also started sourcing from France in what -2.8%
marked a very successful initiation. 1,387
1,349
Addressing the challenge of high working capital outlays, we
focused on enhancing operational efficiencies and minimising 788
816
cycle times to optimise our working capital management. 1,191
1,199
Our trusted network of customers in Asia, Africa and the Middle 597
681
East held strong, while our business in the Kingdom of Saudi
Arabia flourished, particularly in the supply of wheat.
135 191 196 150
Transitioning into 2024, growing confidence in trade flows 2020 2021 2022 2023
Restated Restated Restated
in the Black Sea and improved operational conditions
EBIT/IC (%) 35.1% 32.2% 23.2% 16.4%
in that region are anticipated to augment liquidity and
trading prospects. Expected reduction in interest rates Working Capital
will ease pressures on cost of capital. Fixed Capital
44 olamagri.com
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Strategic report
Our strategy of market leadership and quality differentiation In Vietnam, we are strategically investing in upgrading our
played a crucial role in our success. Our operations across facilities with a focus on optimising the existing capacity,
Nigeria, Ghana, Senegal and Cameroon achieved outstanding ensuring full utilisation of our resources, and establishing
results, providing high-quality flour and pasta, solidifying our new R&D capabilities. We are making major modifications to
position as a market leader. The commitment to offering introduce feed for new species into our product portfolio from
premium products allowed us to increase or maintain market pangasius freshwater fish to tilapia and frogs.
share, even in the face of challenging economic conditions.
The increasing demand for affordable, yet nutritious sources
We remain committed to providing the best-quality flour in
of protein such as chicken and fish globally places our feed
every market segment.
business in a strong position for growth in the coming year.
The integrated feed & protein business reported a stronger We plan to double our outputs in 2024 through machinery
performance in 2023 post the expansion of the fish feed investments, aiming to boost aqua farmer yields. Collaborating
production capacity in 2022. In particular, our poultry feed with local authorities and farmers, we aim to provide training
results improved considerably compared with 2022 which on efficient feed management, and capitalise on rising
saw the adverse impact of avian influenza on the entire demand to increase production and varieties.
sector. Within our integrated feed and protein business, our
The rice, specialty grains & seeds business posted good
poultry feed business in Nigeria performed well with decent
growth in 2023. While the rice distribution franchise across
growth, contributing to a successful year for the business.
Cameroon, Ghana, Mozambique and South Africa held
Progress was due to timely coverage of raw materials and
steady, the pulses business expanded its origination network
provisions for adequate inventory. Aqua feed maintained a
into India and experienced healthy growth. The sesame &
good year with the addition of a second line with 150,000 metric
superfoods business continued to do better year-on-year
tonnes capacity to meet increasing demand from farmers.
since its restructuring in 2021. Despite the triple impacts from
We also started construction of an ultra-modern soybean
flooding in Nasarawa State, the naira devaluation and
crush facility which will enable us to increase the sourcing
subdued demand from high prices, our Nigerian rice farming,
of soybean directly supporting more local farmers.
milling and distribution business was able to maintain its
The key driver behind the success of our feed business in performance in 2023 compared with the previous year.
Nigeria is the increased demand for protein. Consumers are
actively seeking affordable protein sources and, due to their
short and efficient growing cycle coupled with our optimised
feed solutions, broiler meat and fish are the most economically
viable options. As we navigate the market's inflationary
challenges, we remain focused on affordability and efficiency.
48 olamagri.com
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Strategic report
Our wood business partnered with long-time customer Our strategic procurement is initially focused on logistics,
C.F. Martin & Company, a leading musical instrument plant materials and services, packaging, agricultural inputs,
manufacturer, to support our ongoing commitment to and corporate materials and inputs.
sustainable forestry. Together with the musical instrument
suppliers C.F. Martin & Company and Tonewoods and Advancing our commitment to safety
Forest-based Solutions, we continue to fund the Access to and quality
Medical Clinic for Indigenous Communities project to bridge The safety and wellbeing of our employees remains our
the communication gap faced by patients from the indigenous utmost priority and we have continued to focus on striving
communities in the Republic of Congo. Since the project’s to achieve a zero-incident culture across all our businesses.
inception in 2019, it has benefitted more than 14,000 indigenous To instil stronger safety culture across our operations, we
people providing treatment, free meals for patients, and continue to promote ‘See it, Say it, Stop it’ to raise awareness
accomodation for the families of patients. In 2023, our and encourage all employees to play their part in ensuring
customer Global Timber agreed to support access to medical they and their colleagues can go home safely to their family
facilities for these communities by financing the construction and friends every day. We recognise there is still progress
of a reception house for the families of the indigenous to be made and we are resolute to improve all aspects of
patients hospitalised in the medical clinic. safety and operational excellence. We are proud that
Working with our farmers and serving our customers is only advances made have been recognised, such as the award
possible by maintaining strong relationships with our for best HSE company of year 2023 in Cameroon by the
suppliers. To strengthen our partnership with key suppliers, Corporate Awards, a Pan-African human resource
we established a global Non-Commodity Procurement management programme.
function in 2023 to transform our approach to procurement Food safety and quality remains fundamental to what we do
by driving cost efficiency, achieving synergies with our and to our success. We continue to invest in our food safety
procurement partners and amongst our internal teams, and quality programme to ensure compliance with evolving
and enhancing working relationships to strengthen the regulatory requirements, as well as to enhance our own food
resilience of our supply chain. It is focused on delivering safety and quality practices to meet or exceed customers’
business‑oriented and value‑accretive capabilities to our requirements. Measuring the effectiveness of our processes
businesses - from managing central categories and strategic and systems through approaches, such as using scorecards
partner relationships to delivering process excellence - to gauge hygiene and safety levels, assess the performance
through four key objectives: of suppliers based on the Quality Index, and evaluating
• Value creation - delivering optimal value through customer feedback is helping us to focus our efforts in the
purchasing activities by leveraging technology, driving right direction and take corrective and preventive actions.
increased supplier collaboration, and introducing new
business models.
• Elevate performance - attaining high standards for
supplier performance, quality, on-time delivery and We implement quality and food safety management
service, and improving transparency and accountability. systems and standards, such as HACCP, FSSC22000,
• Build resilience - setting up contingency plans, integrating BRC, FSMA, Halal, Kosher. We continue to strive towards
risk management strategies, and adapting swiftly to ISO 22000 food safety certification for all our processing
market conditions. plants, as well as invest to enhance and safety and
• Enhance sustainability - integrating ESG practices quality of our products.
including sourcing from suppliers that follow sustainable
practices and prioritising eco-friendly products.
We continue to leverage and benefit from the sustainability advantage that we have built,
and we place a high priority on the environment and the local communities where we operate.
54 olamagri.com
Strategic report
In sourcing In farms and In processing For our people For our customers
landscapes communities facilities and consumers
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olamgroup.com
The Remaining Olam Group is focused on helping our growth Key highlights
businesses to reach their full potential and create value on a
sustained basis. This includes incubating new platforms for
growth, developing our continuing businesses and responsibly
Volume EBIT
managing the divestment of non-core assets. (‘000) ($S million)
The Remaining Olam Group comprises Incubating Businesses
(Nupo Ventures) and Olam Global Holdco, which houses the
1,272.4 MT (25.1 m)
14.4%
De-Prioritised/Exiting Assets earmarked for exit, as well as
the Continuing/Gestating Businesses (Olam Palm Gabon,
Packaged Foods, Arise P&L, Rusmolco and Mindsprint). Sales Revenue Invested Capital
($S million) (S$ million)
Sales volume increased 14.4% with positive contributions
from the Continuing/Gestating Businesses and Incubating
Businesses. Despite growth in sales volumes, revenue declined
S$1,368.9 m S$2,538 m
across most of the businesses, except Incubating Businesses. -14.7% -4.7%
The operating group reported an EBIT loss of S$25.1 million
versus a gain in 2022 (2022: S$4.5 million), on lower earnings
Customers Employees
from the De-Prioritised/Exiting Assets and losses in the
Incubating Businesses. 2,600+ 11,000+*
Invested capital decreased by 4.7% or S$124.9 million.
Fixed Capital decreased due to the impact of the currency
devaluation on the Packaged Foods business and Rusmolco.
The transfer of sugar milling assets in India to Olam Agri also
reduced the working and fixed capital deployed.
*primary workforce
60 olamgroup.com
Strategic report
Nupo Ventures is a venture incubation studio – we spend our time incubating and
growing new ventures. Focused on addressing ESG-related challenges within the
food, agriculture, and related sectors, we are dedicated to devising digital-first
solutions to these issues. We are building profit with Purpose ventures which aim
to deliver financial returns to investors while making a significant positive impact
on the planet and communities.
nupoventures.com
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Strategic report
What areas is Nupo focused on? challenges. Concerns include water pollution, habitat
destruction, and interactions between farmed and wild
Nupo Ventures is operating in an exciting space. The food
species. Balancing these factors is crucial, as sustainable
and agriculture sector accounts for a large, growing and
practices in aquaculture are key to harnessing its benefits
impactful share of GHG emissions. However, only a fraction
while protecting marine ecosystems.
(approximately 0.1% to 0.3%) of sustainable financing
was dedicated to food and agriculture in 2022. Capital 3. Sustainable finance – Sustainable finance plays a pivotal
investments in the food and agriculture sector are expected role in achieving net-zero goals, offering a pathway to direct
to grow rapidly to increase efficiency and align with the investments towards green and low-carbon projects.
net-zero agenda. Turning to the start-up space, nearly Despite being pivotal for global sustainability, the food and
US$30 billion has been invested in Global Agrifoodtech ag sector often receives a lower proportion of sustainable
in 2022. finance. The complexity and variability of agricultural
Our venture portfolio is positioned well to take advantage systems, alongside a lack of clear sustainability metrics and
of some of these trends. standards in this sector, complicate investment decisions.
There is also a gap in innovative financial products
2023 has been a year of transition for Nupo Ventures.
tailored to the unique needs of sustainable farming.
We have spent time laying the groundwork to identify the
Overcoming these hurdles is essential, as sustainable
next set of ventures we want to incubate.
investment in food and agriculture is vital not only for
1. Regenerative farming – As the global population climate change mitigation but also for ensuring global
approaches 9.7 billion by 2050, feeding this growing food security and ecological resilience.
number presents a significant challenge. Agricultural
production must increase by approximately 70% to meet
this demand, yet arable land in the Global South per
person has halved since 1970, and now stands at roughly
0.19 hectares. Compounding the issue, about 33% of the What is the status of the Nupo
world's soils are degraded and agriculture consumes 70% Ventures portfolio?
of freshwater, with water scarcity affecting over 40% of
the global population. Climate change further 2023 has been a tough year for venture funding and
exacerbates these challenges, threatening to reduce crop start-ups globally with focus on profitability increasing.
yields by up to 25% in some regions. Understanding and Our ventures are navigating these turbulent times but
mitigating these impacts is crucial in our global efforts to they are staying the course to pursue the north star
combat climate change while ensuring food security. that each business has set for itself. Our ventures Jiva
and Terrascope are scaling well and starting to expand
2. Aquaculture – Aquaculture presents a promising solution their offerings. We have publicly launched our latest
to global food security, offering a rich source of protein venture TRACT, which has been built collaboratively
and essential nutrients through the farming of fish and with over 30 companies. In light of the challenges faced
other aquatic life. While it relieves pressure on wild fish by our start-up B2C purpose brand business 'Re~' we
populations and provides an efficient alternative to have taken the decision to close this business.
traditional fishing, it is not without sustainability
Our business
66 nupoventures.com
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Terrascope is an enterprise-grade, end-to-end decarbonisation contract value versus 2022 (the year of launch), with many
platform that empowers companies across the food, customers signing multi-year contracts, demonstrating
beverage and agriculture value chain to build a credible strong market confidence. Notable clients include Kellanova
pathway to net-zero. By combining proprietary data assets (US), Mitsubishi Corporation (JP), and Princes (UK).
and AI models, with deep sector and sustainability expertise, Terrascope’s offerings now include Corporate Carbon
Terrascope guides enterprises on the most impactful emission Footprinting and Product Carbon Footprinting, along with
reduction activities they can take, starting with comprehensive various modules to aid companies in comprehensive emission
measurement of Scope 1, 2, and 3 emissions across their management and green innovation.
operations and complex supply chains. Since launching Furthermore, Terrascope established a Sustainability
publicly in June 2022, Terrascope has measured over Advisory Council with notable leaders in ESG and
400 metric tonnes CO2e, the equivalent of 75 million cars decarbonisation, including Claire Perry O'Neill, who served
on the road in a year. as UK Minister of State for Energy and Clean Growth,
In 2023, Terrascope experienced a significant period of and Karen Coyne, who has been working at the intersection
growth and development. The year marked its expansion of environment, ESG and enterprise risk management for
into global markets, substantial product enhancements, 30 years. The company's commitment to sustainability was
and the establishment of strategic partnerships and a further underscored by its Climate Pledge to reach net-zero
sustainability council. These achievements, coupled with by 2040 and the publication of its GHG emissions and
multiple accreditations and recognition as a thought leader reduction strategies on its website. Terrascope achieved
in decarbonising the food, beverage and agriculture value significant recognition, becoming a CDP Accredited Gold
chain, solidified its status as a premier technology platform Software Provider in Asia and completing a third-party
in carbon measurement and management. It was also assurance process for its platform and methodology,
featured as a Smart Innovator in Verdantix’s Supply Chain aligning with international standards and frameworks.
Carbon Management report. Terrascope also co-authored the 2023 Asia Food Challenge
report, highlighting the significant emissions from Asia’s
Terrascope, headquartered in Singapore, expanded its agri-food sector, and identifying key areas and opportunities
presence with regional hubs in Bangalore, Japan, the UK/ for decarbonising the value chain. This report benefitted from
Europe and Australia, now serving over 25 large enterprises, Terrascope’s expertise and data, particularly in agricultural
primarily in the food, beverage and agriculture sectors. technology decarbonisation, assessed through their
In 2023, the company saw a threefold increase in annual platform’s simulation module.
Terrascope has measured the equivalent of 75 million cars on the road in a year
Maya Hari
CEO, Terrascope
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TRACT is a pioneering sustainability measurement digital It uses aligned metrics and methodologies to measure, report
platform. It provides a simplified, consistent and secure and share sustainability performance securely across supply
solution for reporting traceability and sustainability chains. The metrics and methodologies have been developed
performance across food and agricultural supply chains. through extensive work in technical groups with key industry
specialists and stakeholders. As an independent company
Developed by and for the food and agriculture industry,
led by experienced industry professionals, it addresses
TRACT is the result of a collaborative effort of more than
the sector's challenges such as supply chain vulnerabilities
30 companies committed to driving positive change. Four
and increasing demands for transparency. TRACT key
leading global food and agriculture companies – Archer
features include consistent sustainability metrics, streamlined
Daniels Midland Company (ADM), Cargill, Louis Dreyfus
reporting, user-friendly data management,visual
Company and Olam – provided TRACT’s initial funding
performance tracking, risk mitigation insights, and time and
and talent.
cost savings in a secure environment.
TRACT’s easy-to-use platform enables companies to
Initially focusing on coffee, palm, cocoa and soy, it plans to
compare metrics and methodologies across multiple product
expand to other commodities and sustainability areas. The
categories all in one place for the first time. By reducing the
platform, which has already received feedback from early
cost, effort and time spent on sustainability measurement
users, is available for subscription from early 2024 and aims
and reporting, TRACT allows its users to focus on improving
to drive sustainability transformation in the industry.
their sustainability outcomes.
mindsprint.org
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Dharmender Kapoor
CEO, Mindsprint
• Spyder, Olam Agri's origination and sustainability Innovating for better customer
platform, has witnessed remarkable growth. From one
engagement
origin and 22,000 farmers in 2021, it has now expanded
to three origins, engaging with over 100,000 farmers. • Over 17,000 bakers across West Africa now have access
By 2024, the solution will be used globally across all to increased profitability with a dedicated app that
Olam Agri locations. enables the adoption of best practices and offers
• Olam Markets, our transformative initiative in primary a profitablity calculator, and complaint management.
distribution, has marked significant growth. From two • Digital wallet payments for farmers with convenient
countries and five profit centres in 2021, it has now and secure transactions, fostering financial inclusion
expanded to four countries and 17 profit centres. and efficiency in the agricultural ecosystem.
Innovating for new strategic priorities • Risk management and trading portal to ensure efficient
trading operations through robust risk mitigation
• TruTrace is a forward-looking compliance solution that strategies and real-time monitoring.
aligns with the deforestation regulations in the European • Sales Buddy app to enhance the effectiveness of retail
Union. With Phase 1 complete, the platform-first approach sales teams by providing intuitive tools and real-time
ensures end-to-end traceability from origin to customer. insights for optimised performance.
Tailored for Olam's diverse business units and third-party
agricultural collaborators, it seamlessly integrates data
from Digital Solutions, SAP, and Oracle Transport
Management System.
• Ability to automate repetitive tasks freeing up bandwidth
for high gain activity.
• Hub and spoke model to drive engineering and process
maturity.
• Enabling people to have more comprehensive interaction
with the right tool ecosystem.
• Productivity gains via AI agents enabled by GenAI
solutions such as Code assistant, Code explanation,
Unit test Generator, and Automated Test case creation.
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Innovation and customer-centric focus Our aim is to become a leading technology solutions provider
that continuously innovates purpose-built digital solutions
for growth enabling global enterprises to be future-ready. We plan to
Mindsprint is evolving to focus on innovation, customer achieve this by focusing on niche markets and equipping our
success and growth. We are improving customer satisfaction workforce with cutting-edge tools and skills.
through a global account management structure and a
dedicated team focused on practices and service offerings. In 2024, we will incubate new technologies through our
Centres of Excellence to drive innovation. Our Integrated
Our goal is to deliver efficient, transparent and reliable Service Delivery Partner setup will enhance efficiency and
project management and service delivery experiences. we will enable a talent acquisition ecosystem globally. Our
We are increasing our sales bandwidth and account strategic imperatives for 2024 reflect a holistic approach to
mining processes to capture new opportunities and customer-centricity, operational efficiency and innovation.
maximise value for our customers. To streamline processes By aligning customer relations, delivery structures, talent
and drive accountability, we are establishing a Global management and technological innovation, we will propel
Delivery Organisation. Enterprise Resource Planning (ERP) our vision and Purpose, ensuring adaptability and sustained
for our Professional Services business will enhance success to global organisations and help them thrive in a
operational efficiency and business agility. Mindsprint dynamic business environment.
will continue to focus on adequate data protection and
information security measures to mitigate risks associated
with our customer’s operations. Structured pricing and
cost analysis will inform our financial decision-making
and ensure sustainable growth.
Image TBU
olamgroup.com
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Supporting the development of the CPO tonne in 2022 to $912 in 2023. OPG has supported
training of harvesters by opening harvesting schools and
agricultural economy in Gabon appointing the best harvesters as trainers to improve the
Olam Palm Gabon (OPG) increased its EBITDA delivery quality of harvesting and increase productivity. OPG
during 2023 while Olam Rubber Gabon (ORG) was down continues to invest in and focus on mechanisation with
due to the very low prices of rubber in the international a mechanised crop evacuation system (Bin System)
markets. Both OPG and ORG are 60:40 joint ventures implemented across 43,500 ha, while the mechanised
with the Republic of Gabon. spraying area was extended to 32,500 ha. Upkeep costs
Though the financial performance of OPG was much were down by 14% year-on-year due to continuous
better compared to last year, yields in 2023 were lower improvements and higher productivities in all plantation
than expected, predominantly affected by the lower rainfall maintenance activities.
and higher water deficit. Several initiatives were taken to The three palm oil mills at OPG added to the overall
further streamline the plantation operation and optimise improvements in the plantation business with increases in
the production cost. Harvesting cost has reduced by 20%, throughput, higher extraction rates and a reduction in oil
from $274 dollars per CPO tonne in 2022 to $220 in 2023. losses. The refinery increased sales volumes of our branded
Total cash cost has reduced by 14%, from $1,065 dollars per refined oil Cusin’Or by 12% and also soap volumes to ensure
the Gabonese national market remains well-stocked.
Work on the large-scale sub-surface drip irrigation project OPG and ORG continued their digital transformation journey,
to improve yields is making good progress with Phase 2 completing the adoption of the mobile-based digital application
completed and commissioning planned for February 2024. (AgriPal) for capturing biometric attendance and worker
Work on Phase 3 of the project was launched in September productivity, and extended it to cover all the departments.
2023 and is expected to be completed by end of 2024. We modernised our drone fleet to 100% VTOL (vertical
Fertigations trials have continued in Phase 1 to check the take-off and landing) drones to enhance the monitoring and
effectiveness of water soluble fertilisers fed through the improvement of drains, furrows and roads, while adopting
irrigation drip lines. thermal imaging to monitor wildlife in our plantations and
HCV areas. We also successfully completed a comprehensive
OPG remains the largest 100% RSPO certified palm plantation
evaluation and testing of an Image Analytics solution for
in Africa and continues to pave the way for excellence
counting and quality grading of fresh fruit bunches (FFB).
in the African palm oil sector. A new tank farm at the port
Better supervision and process improvements contributed
with a storage capacity of 15,000 tonnes was commissioned
towards cost optimisation, while other digital initiatives were
in January 2023. It handled 45,000 tonnes of oil and was
undertaken to eliminate manual data entry and streamline
instrumental in helping to segregate Crude Palm Oil (CPO)
the processes in workshops and stores. We expanded our
and to enable us to start selling and shipping Identity Preserved
telecom network coverage and upgraded over 90% of
(IP) – the highest level of certification from RSPO - to our
coverage to 4G through partnerships with regional telecom
customers in Europe at a premium over mass balance and
providers.
segregated CPO. Sales volumes were lower due to the
oversupply in the regional markets, especially Cameroon, ORG facilitated the establishment of microfinance branches
and the political disturbances in Gabon which impacted in our Bolo and Sossolo estates, enhancing the speed and
shipments. OPG is committed to certification and adheres security of the payment process, and reducing absenteeism
to«the strict requirements of RSPO. OPG has maintained its rates among tappers. We also confirmed our compliance to
RSPO certification for all its sites and also renewed its ISCC the ISO 14001 standards.
certification with zero non-conformities.
ORG achieved an increased volume of 25,863 metric tonnes,
despite the operational challenges due to the political events
in Gabon in 2023. We successfully opened 2,990 hectares
Olam Palm Gabon and Olam Rubber Gabon
during the year and improved our maintenance productivities
progressed work in a wide range of environmental
in all the activities. The agronomy function was restructured
and social initiatives across 2023. For more information
to deliver more impactful tapping quality, field agronomy
on these outputs please visit the Remaining Olam
and research across our teams. We exported 18,312 metric
Group Sustainability section on pages 81 to 82.
tonnes, more than doubling our volume compared to 2022.
For information on safety updates please visit People
and Culture on page 121.
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Winning with consumers in West Africa Capital expenditure continued to be deployed to strategic
projects. We drove greater efficiencies across our supply
Our packaged foods business, Caraway, maintained a
chain with the manufacturing team focused on ensuring
robust performance in 2023 despite strong headwinds.
world-class practices, addressing key areas of food safety,
Commodity cost inflation, currency depreciation in Nigeria
quality, productivity, and cost control. We are expanding
and Ghana, the removal of the fuel subsidy in Nigeria, high
our tomato farming and outgrowers programme – which
inflation and high interest rates continued to significantly
currently covers approximately 1,900 farmers – while
reduce consumers’ disposable income and constrain trade
increasing the quantity processed.
working capital. This in turn affected consumption in some
categories and led to down-trading. We have a strong Innovation Glide Path to drive growth
into the future, including entry into adjacent categories
Caraway has established leading market positions in the
and plans for entry into new categories. We are also
culinary and snacks categories with a portfolio of brands
focused on delivering better nutrition solutions. Our nutrition
that ‘surprise and delight’ West African consumers. During
commitment is to create and update formulations to improve
the past year, we strengthened and maintained the equity
the nutritional value, while gradually reducing fat and sugar
of our master brands with insight-based communication,
across our product range.
unique experiential activations and digital marketing. Given
the economic conditions, we moved to a category-based
sales structure to bring in more focus to individual categories.
In terms of price-pack architecture, we are now operating
across different price tiers in our key categories so that we
can serve different consumer groups with products that suit
their needs.
We improved the value of our offerings along with balanced
investments between consumer and trade to regain and
strengthen our market share. We worked on improving
margins by re-engineering and re-formulating products
to make them more affordable without compromising on
performance, improving manufacturing efficiency and
optimising overhead costs. We also focused on more profitable
products through our redistribution and sales teams.
Caraway continued to drive innovation across our business.
During the year, we introduced mass market offerings
in both Nigeria and Ghana to protect our franchise given
the current economic market conditions. In biscuits, we
strengthened our presence by launching breakfast and
cream cracker offerings. We also drove premiumisation
through the launch of Perk Danish Butter Cookies, PureBliss
Milkrich Cookies and Chocorich Wafers.
Sustainability Priorities
Climate-positive We are working to reduce the environmental footprint of our business by reducing
Minimise climate and
greenhouse gas emissions, increasing energy efficiency and use of renewables,
material footprint
reducing water use intensity and improving our waste management in our operations.
Livelihoods-positive We are working with our suppliers, customers and our employees to strengthen food
security and improve access to affordable food and nutrition.
Feed and nourish
the world
Good Governance We are working to responsibly source our materials and services across our operations
and supply chains.
Govern well and
source responsibly
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Nupo values
1 Drive Change
Nupo Ventures is focused on building profit with Purpose
Our planet demands new ways of living and working.
ventures. What this means is that all of our portfolio
At Nupo Ventures, we rise to meet these challenges.
company start-ups are created with a triple bottom-line in
Innovation is at the core of all that we do to provide
mind – people, profit and planet. We are not only trying to
new solutions.
create profitable businesses but are doing it in a way that
allows people to prosper and create a better outcome for the
planet that we inhabit and its environment which provides so 2 Doing Things Together
much support to our way of life. Together, we create solutions that change the world.
Across the portfolio, the businesses are delivering positive The unparalleled strength of our collaboration is how
environmental and social impacts. Jiva is enabling farmers to we put ideas into practice.
better earn a fair income for their crops as well as providing
access to responsible financing and technology innovations 3 Caring For All
to improve their livelihood. Its focus is helping reduce social
inequalities for women, youth and marginalised groups. Inclusion is integral to how we solve global sustainability
issues. Our work is focused on making sustainability
Terrascope is helping companies measure and track their accessible for everyone, and the norm worldwide.
carbon emissions more quickly and more accurately, with
a particular strength in Scope 3 (or supply chain-linked
emissions) which for most companies is the greatest but 3 Daring To Think Differently
most challenging source of their emissions. Creative entrepreneurship is key to our success.
We are getting out of any comfort zone to think
and explore new horizons for a sustainable future.
Caraway
Caraway has committed to a sustainability road map with
targets on energy consumption, water consumption, carbon
emission and waste reduction driven through a set of
coordinated initiatives. 2023 saw the completion of a key
initiative to substitute compressed natural gas (CNG) for
diesel, as well as a back-up to piped gas at sites in Nigeria.
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Sustainability
olamgroup.com
Sustainability framework
Our Purpose
To be the most differentiated and valuable global food and agri-business by 2040
Governing Objective
Focus Areas
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Processing,
Material Areas Farming Sourcing Manufacturing Distribution Customer Consumer
& R&D
SDG 1
Economic Opportunity
Anker Research Network and the Global Living Wage Coalition; the IDH Living income Business Action Committee the Living Income Community of Practice;
International Cocoa Initiative; Global Coffee Platform; Sustainable Coffee Challenge; International Coffee Organisation Coffee Public-Private Task Force; Global
Living Wage Coalition (GLWC); Sustainable Nut Initiative; Sustainable Spices Initiative; Interlaken Group; African Cotton Foundation (ACF); Better Cotton Initiative
(BCI); IFC; USAID; GIZ; WBCSD Agriculture and Food Pathway - Farmer Livelihoods; WBSCD CFO Network; Rainforest Alliance
SDG 8
Safe & Decent Work
WBCSD Call to Action for Business Leadership on Human Rights; Global Child Forum; ILO Child Labour Platform; Child Learning & Education Facility (CLEF);
Jacob’s Foundation TRECC; WBCSD BCTI (Business Commission to Tackle Inequality); Fair Labor Association; Soft Commodities Forum
SDG 5
Education & Skills
UN Women’s Empowerment Principles
SDG 3
Nutrition & Health
Global Alliance for Improved Nutrition (GAIN); WBCSD Food Reform for Sustainability and Health (FReSH); UN Food Systems Summit; Workforce Nutrition Alliance
SDG 8
Diversity & Inclusion
WBCSD Call to Action for Business Leadership on Human Rights; UN WEP; IDH; Solidaridad; UN Women; WBCSD Equity Action Platform - Living Income
SDG 13
Climate Action
Accounting for Sustainability; Agricultural Sector Roadmap to 1.5ºC; Food and Land Use Coalition; Natural Capital Coalition; TCFD; WBCSD Equity Action Platform
- Living Income; WBCSD Agriculture and Food Pathway - Nature Positive; SBTI; Green Climate Fund
SDG 15
Healthy Ecosystems
HCV Resource Network; Cocoa and Forests Initiative; Tropical Forest Alliance; The Forest Dialogue; WBCSD Food and Nature Programme; Task Force for
Nature-related Financial Disclosures; FSC®; PEFC; GPSNR; RSPO; POCG; RTRS Soy; WBCSD Forest Solutions Group; Wildlife Conservation Society (WCS); Global
Environmental Facility (GEF); CIRAD
SDG 15
Healthy Soils
HCV Resource Network; Cocoa and Forests Initiative; Tropical Forest Alliance; The Forest Dialogue; WBCSD Agriculture and Food Pathway - Regen Metrics; Task
Force for Nature-related Financial Disclosures; First Movers Coalition for Food; SMI Agri-business Taskforce
SDG 6
Water
California Water Action Collaborative; UN CEO Water Mandate
SDG 12
Responsible
Consumption and
Production
Sustainable Rice Landscapes Initiative; Sustainable Rice Platform; Champions 12.3; Wageningen University and Research (WUR); Conference Board Governance
and Sustainability Centre; HCV Network (HCVN) Management Committee (MC)
Why we engage Our employees are our most We strive to be the partner of Our investors and financial
important asset and their choice for our customers. capital providers are
talent, capabilities and Through our collaborations fundamental to enabling us
commitment are critical to we aim to identify, innovate to pursue and execute our
our continued long-term and deliver products, services strategy. We aim to ensure
performance. We are and solutions that meet shareholders, potential
committed to fostering a their needs and unlock investors, analysts and
strong culture and values mutual value. capital providers understand
that enable every employee our strategy, growth
to feel valued and to have potential and performance,
the opportunity to fulfil including ESG impacts.
their potential.
How we engaged We strive to maintain open Our ongoing interactions with We connect with financial
and regular dialogue with customers on a day-to-day stakeholders - including
employees across each of basis, through regular shareholders, analysts,
our businesses through a face-to-face meetings, potential investors, and
range of channels, including virtual sessions and reviews, lenders - at our half-yearly
in-person and virtual mean we continue to be well and annual results briefings
meetings, briefings and placed to serve their and webcasts and
conferences. Leaders provide requirements. We engage announcements of major
regular updates at operating with existing and potential transactions, as well as at
group, business, function and customers at events, forums our shareholder meetings,
country levels, as well as and exhibitions, and including the Extraordinary
encouraging and facilitating participate in virtual and General Meeting in March
engagement within teams. hybrid events that allow us to 2023 and our Annual General
Employees are able discuss both customer, Meeting in April 2023. Senior
communicate, share and industry and sector-specific leaders regularly engage
collaborate through digital focused topics. financial stakeholders on
channels such as Workplace, a broad range of issues,
and our Employee Resource from geopolitical and
Groups (ERG) play a crucial macroeconomic risks
role in providing support and to the progress of our
networks at a local level, such Re-organisation.
as for women and younger
employees. We maintain
regular engagement with
employees and their
representatives across our
markets.
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Our suppliers and partners The trust and support of the We engage constructively We engage and partner
play an important role in communities where we work with government, with NGOs, development
helping us to deliver our and operate is essential. policy-makers and organisations, industry
products and services and to In multiple locations and regulators in each of groups and academia
operate our business markets, we provide the markets we operate, to help advance efforts to
efficiently. We work closely to employment opportunities, particularly in relation protect our environments,
build long-term relationships contribute to economic to existing and proposed safeguard farmer livelihoods,
with both smallholder and prosperity, and provide policies and regulations and deliver a more
large-scale farmers across essential support to local which may influence our food-secure future.
multiple supply chains and communities. business and our licence
geographies, underpinned by to operate.
our Supplier Code adapted
for ofi and Olam Agri
respectively. We are also
strengthening relationships
with our key non-commodity
suppliers.
We engage directly with We aim to maintain regular We liaise openly and We actively engage
suppliers across supply chains and open dialogue with our constructively - directly and in industry, sector and
and geographies to ensure communities to listen and alongside industry - with multi-stakeholder initiatives
continuity of supply and to address issues that are national and local as well as directly with
proactively manage risks important and may impact governments, as well as NGOs, universities, research
which come from disruptions. them. Through our day-to- regulators in support of institutions and development
We continue to support day business interactions, efforts to improve food organisations to develop and
farmers and promote direct engagement and security and nutrition, implement projects to deliver
regenerative agricultural partnerships, as well as measures to improve the tangible impacts. Our
practices. Directly-originated multiple channels including livelihoods of farming initiatives and partnerships
volumes of all products were meetings, consultations, households, and are listed on page 87.
sourced through suppliers email and newsletters, we environmental and
engaged on our Supplier are able to share updates sustainable production
Code. For non-commodity and exchange perspectives. practices.
suppliers, Olam Agri has We provide in-kind and
In line with our Code of
established a strategic financial support to
Conduct, all interactions are
supplier programme to strengthen local
compliant with all applicable
strengthen relationships infrastructure, and provide
laws and carried out in a
across key areas such as essential access to nutrition,
transparent manner. We do
marine freight, equipment, healthcare and education.
not support or fund political
fertilisers, pesticides and
parties, candidates or any
packaging.
groups that promote
political interests.
Economic Opportunity
Living income High High 1.2, 1.4 Pages 102, 103, 134
Farmers’ productivity Medium High 1.2, 1.4, 2.3, 2.4, 2.a, Pages 93, 97, 102, 104, 110, 126-127,
8.2 134-139
Land rights Medium Medium 1.4 Page 107
Resilience to external shocks High High 1.5, 2.4, 3.3, 13.1 13.3 Pages 93, 99, 103, 105, 126-128, 139
Safe and Decent Work
Safety and health High Medium 8.8 Pages 85, 119-122
Living wage Medium Medium 1.2, 1.4 Page 122
Collective bargaining and freedom High Medium 8.8 Pages 121-122
of association/labour relations
Grievance mechanisms High High 8.8 Pages 121-122
Human rights High High 8.5, 8.7, 8.8, 10.2, 16.2 Pages 37, 54, 104-105, 121
Child labour High High 8.7, 16.2 Pages 103-105
Forced, bonded labour Medium High 8.7, 16.2 Pages 104, 121
Education and Skills
Supporting access to schools Medium Medium 4.1, 4.2 Pages 56, 82, 103-106, 139
Literacy and numeracy Low Medium 4.6 Pages 49, 107-108, 135, 137-140
Youth and next-generation skills Medium High 4.3, 4.4 Pages 78-79, 102, 107
Nutrition and Health
Product safety Medium High 2.1 Pages 52-53, 77, 85, 110
Disease Medium High 3.3 Page 109
Food and nutrition security High Medium 2.1, 2.2 Pages 49, 56, 58, 110-111, 139
Consumer access to nutritious/fortified food Medium Medium 2.1 Pages 34, 55-56, 80, 104, 109-111
Water, Sanitation and Hygiene (WASH) provision Medium Medium 6.1, 6.2, 6.a, 6.b Pages 56, 82, 101, 109-110, 123
Diversity and Inclusion
Women in senior roles in the workplace High Medium 5.5, 10.2 Pages 113-114, 163, 165
Female farmer empowerment Medium Medium 5.5, 10.2, 5.a, 5.b Pages 94, 107-108, 111, 127
Discrimination/racism in the workplace Medium Medium 10.2 Pages 113-114, 121
Climate Action
Science Based Target (SBTi) High High 2.4, 13.2 Pages 68, 92, 125
GHG emissions High High 9.4, 13.2 Pages 28, 37, 56-57, 67-68, 92-94,
128, 141-147
% renewable energy Medium High 7.2 Pages 27, 35, 55, 58, 96, 108, 110,
128, 145
Packaging (renewable, recyclable etc.) Medium Low 12.5 Pages 36, 38, 98
Healthy Ecosystems
Deforestation High High 11.4, 15.1, 15.2 Pages 56, 92, 95-96, 128-129
Biodiversity Medium Medium 15.5, 15.7 Pages 38, 50, 55-57, 78, 81-82, 95,
99, 126
Healthy landscapes Medium High 15.1, 15.2, 15.3, 15.b Pages 37, 39, 56-57, 95-96, 99,
127-128, 141
Healthy Soils
Soil degradation Medium High 15.3 Pages 48, 50, 55, 57, 92-96,
99-100, 127, 135, 140-141
Pesticides/herbicides Medium Medium 15.3 Pages 100, 127, 143, 145-147
Fertiliser access/overuse Medium High 15.3 Pages 143, 147-148
Water
Water stress/scarcity Medium Medium 6.4 Page 101
Protection of water courses Medium Medium 6.3, 6.6 Pages 95, 97, 101
Effluent/wastewater Low Medium 6.3 Pages 144-145
Food Loss and Waste
Post-harvest losses Medium Low 12.3 Pages 56, 92-94, 98, 127
Consumer food waste Low Low 12.3 Pages 36, 98
How We Work
Anti-bribery and corruption Medium High 16.5 Pages 86, 182
Ethics and compliance High High 16.5 Pages 85, 122, 182
Transparency and traceability High High 16.6 Pages 30, 36-39, 54-55, 69, 72, 86,
92, 95-96, 128
Animal welfare Medium Medium 2.3, 2.4, 15.7, 15c Page 28
Supplier Management High High 12.2, 12.6 Pages 38, 53, 71, 86, 89, 95, 128
Community Relations High Medium 12.8 Pages 56, 82, 89, 102-111, 138
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In May 2023, the independent assessment on Olam Palm working with cashew communities for over a decade, in 2021
Gabon’s palm development in Gabon was published by setting ourselves formal public targets for five key areas in
the Forest Stewardship Council (FSC®). The assessment our Cashew Trail strategy – Improved Livelihoods, Education
concluded that over 24,000 hectares of forest were cleared, and Skills, Nutrition & Health, Diversity & Inclusion and
as well as between 900 ha and 1,823 ha of non-forest areas Climate Action. In our response to Mighty Earth2, we highlighted
with High Conservation Values (categories 1 to 4) in its Moulia (among other critical areas) that with climate-smart training,
Lot 3 concessions. The vast majority (approximately 99%) of farmers better understand that cashew has an important
the HCVs 1 - 4 areas in Mouila Lot 1, Mouila Lot 2 and Awala role to play as part of a diverse landscape with other crops,
were not impacted. Olam Palm Gabon protects more than in mixed agro-forestry systems, and not replacing natural
105,000 ha of HCV lands in Gabon and Olam Palm Gabon ecosystems with high conservation values. We also responded
and Mighty Earth are working to address the areas identified to Mighty Earth on a report into deforestation in the Ghana
to develop a suitable remediation plan. cocoa sector and to Associated Press on allegations of
deforestation in the Nigeria cocoa sector. For more information
In 2023, ofi’s cocoa team in the Netherlands engaged with on how we address deforestation challenges in the cocoa
the government and an environmental NGO regarding supply chain, see the Cocoa Compass Impact Report
emission levels of ammonia from our Koog aan de Zaan published in February 2024.
cocoa facility and changes to our permit when some of our
‘situation-specific provisions’ were annulled by the court. Delivering ofi’s ingredients and products to customers safely
In the cocoa-processing sector, ammonia is emitted during and in accordance with applicable law is the bedrock of our
the production process as part of alkalisation or ‘dutching’, quality and compliance programmes. It is essential that we
which darkens the colour and modifies the flavour of cocoa keep on top of the rapidly-changing regulatory frameworks
nibs and the drying/roasting of cocoa nibs before they are across our multiple markets. We are vigilant in monitoring
turned into cocoa powder. We recognise the impact of all and maintaining the standards and requirements of
emissions from agriculture and industrial processes on the governments and various legislative bodies. We follow the
environment, which is why we have time-bound goals in our systematic preventative approach called Hazard Analysis
Cocoa Compass ambition and why we remain focused on Critical Control Point (HACCP) to control physical, chemical
working with the authorities to achieve our shared aim of and biological hazards across our operations. If a food
lowering emissions and protecting local biodiversity. In July quality or safety incident occurs, we take immediate steps
2023, we reached an agreement with the authorities and the to address it. This includes undertaking a thorough root
environmental NGO (MOB1) that gives us an ambitious but cause analysis and implementing the corrective actions
realistic timeline to implement the Best Available Technique to avoid a recurrence. In the reported year, ofi executed
technology to reduce our ammonia emissions while we continue a voluntary recall due to detection of salmonella in onion
to supply customers with high-quality Dutch cocoa ingredients. powder. No consumer ill‑health was reported.
The ammonia emissions emitted by our facility in Koog are
harmless to people, which is confirmed by independent Following some concerns in the media about our Nigerian
research commissioned by Noordzeekanaalgebied operations, an independent internal investigation was
(Environmental Agency North Sea Canal Area) and launched by the Olam Group Board and its Audit & Risk
published by the Local Council of Zaanstad. Committee comprising external counsels and independent
auditor. As announced on February 19 2024, the investigation
Any reports of illegal deforestation are deeply concerning. concluded with the team finding no evidence supporting
That’s why we work with our partners, NGOs and any of the specific allegations reported. All our businesses
government bodies to identify and address possible in Nigeria have been operating normally and we look forward
instances in our supply chain. The ofi Agri Supplier Code to continuing investing and growing in the country.
stipulates that our suppliers must not source from, nor deliver
products to ofi resulting from the destruction of important
natural habitats, including legally protected areas. Any
supplier found to be illegally deforesting will be removed from
our supply chain. The social and environmental challenges of
the production of cashew in Côte d’Ivoire were highlighted in
a report on the sector by Mighty Earth. At ofi we have been
Environment
Our planet is facing the immediate and urgent problems of climate change, land degradation
and biodiversity loss that need joint and prompt actions. We collaborate with partners to help
preserve our environment, reduce our emissions, and strengthen climate resilient supply chains.
With our customers and other partners, we have continued making progress over the course
of the year on tackling our climate impacts, safeguarding ecosystems and biodiversity,
improving water stewardship, cutting down food loss and waste, and restoring soils.
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Our goal is to reduce the emissions associated with farming practices across our sustainability programmes, including
our own operations, and to support climate resilience. Our approach has four key elements, please see below.
Olam Agri’s freight business has invested in the Zero North platform which enables operational efficiency
and integration of otherwise siloed shipping processes across chartering, vessel maintenance, route planning
and bunkering. This integrated application enables emission reduction through the following key levers:
• Improved vessel selection process by monitoring the Carbon Intensity Indicator (CII).
• Voyage optimisation through access to various shipping data and integration of such data into the Company’s
fleet management systems. More efficient route planning contributes to efforts to reduce ballast legs.
• Vessel optimisation by monitoring vessel performance. As a result of such monitoring efforts, the frequency
of hull cleaning is increased to improve performance efficiencies.
• Bunker optimisation by predicting and simulating optimal bunker plans. This informs the consumption of higher
quality fuels that are more energy efficient.
25.32
4.37 0.25
59.92
Scope 1 Scope 2 Scope 3 Scope 3 Scope 3 Scope 3 Scope 3 Total Breakdown
Purchased Fuel & Downstream Waste Upstream emissions
goods and energy-related leased assets disposal transportation
services activities & distribution
Notes:
• We have applied the latest version of emission factors from Ecoinvent (version 3.10), DEFRA 2023, IEA 2023, agri-footprint (version 6.3) in line with industry
best practice to utilise latest up-to-date emission factors.
• Freight business: 3.05 million metric tCO2e.
• Biogenic carbon: 2.10 million metric tCO2e arising from carbon dioxide emissions from biogenic sources have been categorised under 'biogenic carbon' which
is outside scopes 1, 2 and 3, in line with the Greenhouse Gas Protocol Agricultural Guidance. This accounting treatment of biogenic emissions is expected
to undergo some changes as an updated guidance 'GHG Protocol Land Sector and Removals' is expected to be released later this year.
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10,284,151
Global Compact initiative, that mobilises business leaders on
water, sanitation and Sustainable Development Goals.
Supporting the Mandate contributes to our strategy to
mitigate, understand and manage our water risks.
5,072,000
When it comes to protecting the environment, water quality
is vital. One such example of how Olam safeguards the water
we utilise is via Olam Palm Gabon’s (OPG) operations.
OPG carries out consistent checks to ensure that there is no
2.03
impact on the river from their operations. They have set up
buffer zones - wide margins which mean that every river that
Total water Production Water
goes through the plantation is generously buffered with huge usage (m3) volume (MT) intensity
areas of natural habitats to absorb any water from the (m3/MT)
plantation. In 2023, OPG continued to monitor and control Remaining Olam Group 1,982,732 515,501 3.85 ofi
the water quality, and ongoing tests by third-party labs have Olam Agri 1,086,037 2,873,758 0.38 O
quantified that there has never been any cross-contamination.
ofi 7,215,381 1,682,741 4.29 Re
Social
From the large, mechanised farms in the US, Brazil and Australia growing peanuts, garlic,
cotton and almonds, to the small, manually-farmed plots typical of our cocoa, coffee,
rice and cashew suppliers, millions of farmers provide us with raw materials.
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Ancessio,
CASH+ programme participant
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Trevor Kapila
Maths Teacher Grades 8 to 12, Kateshi Secondary School
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1. www.fao.org
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Nutrition and health In November 2023, ofi’s North America spice business
launched a project with the Colorado River Indian Tribe,
As consumer demand for healthier choices continues to gain growers and suppliers of onions for dehydration. To kick off
international momentum, helping producers and urban the project, our corporate chefs hosted a nutrition workshop
consumers in developing countries meet their own health for the elders at the senior centre reservation, focusing on
and nutrition needs is an area of continuous development creating nutritious thanksgiving dishes using spices and
for Olam Group. vegetables grown on the reservation to replace oil and sugar,
The combined expertise of our local sustainability teams as part of efforts to address rates of diabetes and heart
with partners such as Funcafé, TechnoServe, Côte d’Ivoire's disease in the tribal population.
National Nutrition programme, and USAID (United States
Agency for International Development), Global Alliance for
Improved Nutrition (GAIN), CARE and the Tulsi Chanrai
Foundation delivers solutions to improve access to clean ofi’s 2023 Healthy Living Campaign
water, healthcare services and supplies, and nutritious food. ‘Safe Water, Sanitation and Hygiene to live grow and
Initiatives include delivering screening programmes for infant thrive’ was the theme of ofi’s 2023 Healthy Living
malnutrition in farming communities in Côte d'Ivoire - where campaign, under which approximately 335 innovative
one in five children experience stunted growth and new handwashing stations were installed in schools,
development - to fortifying key staples with vitamins and healthcare clinics, hospitals and public spaces across
minerals in our processing facilities. In our dairy communities in Ghana and Tanzania. The water stations
manufacturing facility in the southern state of Johor, use the innovative ‘The Drop’ solution, which requires
Malaysia, we produce dairy products largely destined for the 70% less water than a conventional tap and reduces
Middle East and Africa. Here, we fortify our milk powder with contact with bacteria by 40% which, combined with
vitamins and minerals like Vitamin A, D and E, an important community-based training on the importance of
step because some of the micronutrients in milk can be lost handwashing and sanitation, aim to help improve
during processing. As a staple ingredient enjoyed across the public hygiene.
world, offering value-added dairy products that are full of
nutrients helps to address nutritional deficiencies that are
common in many of the markets where our products are
consumed.
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2,051,000
18%
1,979,570
17%
15%
14%
1,645,000
13%
1,390,000
1,380,000
445,000
941,000
914,800
867,000
825,950
773,000
741,000
2018 2019 2020 2021 2022 2023 2018 2019 2020 2021 2022 2023
Total farmers
Total hectares
Nutrition and health: Farmers and community members Nutrition and health: Increasing availability
reached with nutrition/food security support of micro-nutrient fortified foods
(servings in billions)
111.8
995,000
957,550
83.5
78.0
70.0
49.4
230,000
44.5
215,650
202,350
449,765
2018 2019 2020 2021 2022 2023 2018 2019 2020 2021 2022 2023
We are focused on creating and maintaining a safe and inclusive workplace that supports
diversity and equity, where every individual feels valued and respected.
While our respective operating groups are carving their own This year, ofi continued to embed and explore its Purpose,
paths, they retain key elements of the DNA that has driven ‘be the change for good food and a healthy future’,
Olam to success - an entrepreneurial spirit, integrity, mutual through a unique ‘hearts and minds’ approach. The ‘hearts’
respect and a commitment to sustainability. The safety and aspect of the approach is reflected in the focused efforts
wellbeing of our employees remains paramount, and we by our communications and HR teams to help employees
continue to strengthen our focus on a zero-incident culture understand and connect to our purpose through team
across all of our businesses. engagement activities, workshops, live broadcast events and
content crowd-sourced from employees on our internal social
Additionally, we have implemented several activities on mental
platform, real ofi. Alongside these employee engagement
health and wellness, and we are seeking to improve nutrition
activities, we are embedding our purpose more deeply in
for employees in line with the Workforce Nutrition Alliance.
our product and function strategies as part of our focus on
Culture and work environment ‘minds’. This two-pronged approach means that our purpose
will be interlaced with our strategy and deeply rooted in our
It is vital to cultivate a culture that embraces diversity, company’s DNA. ofi values are: We’re driven, We’re curious,
inclusion and belonging for all employees. We’re open and We care.
We employ over 92,500 people - 58% of whom are secondary
workforce engaged in contract, seasonal and temporary
roles - as well as casual day workers whose numbers fluctuate
throughout the year. This employment structure is typical
of agriculture processing companies because of the cyclical
nature of crop harvesting and varying crop sizes and
volumes per season.
As people are employed by different businesses in the Group,
each operating group continues to work to build its value,
vision and purpose into the working culture. The organisations
are at different stages of their journey, however both ofi and
Olam Agri are embedding their values through engagement
with employees and by reinforcing these in recruitment and
personal development processes.
In April, Olam Agri celebrated one year of launching a refreshed
brand identity, which signalled a new chapter of growth.
We continue to follow this reinvigorated approach to our broad
work culture, and it is a key part of our ambitious journey
to embed our Purpose, culture and values across the group.
Our objective is to raise the level of awareness of these
concepts across the organisation and to bring its newly
established values to life: Entrepreneurial, Agile, Resourceful,
Collaborative and Sustainable.
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ofi’s reverse mentoring programme focuses on building Olam Agri’s Employee Resource Groups
connections and sharing inspiration between different (ERGs)
generations and genders in the workplace. In 2023, we held
ERGs play a crucial role in implementing our IDE strategy
148 reverse mentoring catalyst conversations among 38
as they build awareness and a sense of community at the
leaders and 28 inclusion catalysts.
local level. Olam Agri's largest ERG for women runs across
Olam Agri undertook training to identify and remove 14 countries and has been instrumental in providing
unconscious biases, with our HR and talent acquisition teams employees with a platform to reach out and support each
being fully trained, and workshops are planned to cover the other. Various other ERGs like Young Pro, Move ERG,
entire leadership team. Sustainability ERG, Women's Alliance, EDGE (Empowering
Diversity, Growth, and Equity), Olam Agri Wellness and
We have bolstered our inclusive hiring approach to ensure
Olam Agri Healthy Living cater to different communities
that we have a diverse hiring panel during the selection
and groups of employees.
process. Currently about 30 colleagues globally are actively
trained, and our talent acquisition team has been through
a thorough diversity internal review to ensure we create
internal controls and continually measure progress towards
our goals, which includes widening our use of the assessment
tool that measures cognitive and behavioural assessments.
Further to this, a comprehensive review of our organisational
literature for use of inclusive language and practices has
been undertaken.
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81% of Olam Agri employees feel optimistic about the organisation's future
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Leadership Development
Olam Agri’s approach to leadership development recognises
that people need different types of inputs and support at
different stages of their careers, and individual organisations
need an approach tailored specifically to their requirements.
Our most successful approach involves initiating interventions
early in their careers. In 2023, we welcomed five new Future
Leaders and 17 Graduate Trainees. These individuals - selected
for their individual leadership qualities - are provided with
immersive experiential learning opportunities across our value
chains, in addition to mentoring from our senior executives.
Our flagship programme for leadership development -
the Raising Leaders Programme (RLP) - has been instrumental
in strengthening our leadership capabilities and preparing Olam Agri’s Online Learning Academy
promising talent for senior positions in the future. In 2023 The Olam Agri Learning and Development team ran
we had four concurrent cohorts, involving 70 employees a range of sessions in 2023 to support continuous
from Francophone Africa, Africa, Asia-Pacific and Europe learning and knowledge sharing. Two examples include
and Middle East regions. Topics included aligning purpose, ‘Activate YOUR Growth Mindset!’ and ‘Inclusion through
self-awareness of manager and leader qualities, time and Cultural Intelligence’.
work prioritisation, effective networking, valuing differences For the former, the NeuroLeadership Institute shared
and communicating for impact and team membership. The valuable insights about growth mindset to support
RLP ensures that we build a common leadership language our continuous learning, agility and resilience. Around
while offering a unique perspective to promising employees 344 participants from 22 countries attended these
early in their careers. sessions. For the latter, to foster a more inclusive and
Olam Agri also offers intensive coaching for senior managers, understanding environment, DEI experts from the United
ensuring individual attention and growth by customising Nations and Karen Loon, a renowned author, shared
solutions to meet our employees unique needs. This includes: their knowledge on developing cultural intelligence to
cultivate inclusion. Around 300 participants from more
• Scalable programmes: we roll out programmes at a large than 18 countries attended.
scale, while maintaining the relevance and integrity of
local contexts.
• Digital savvy: we leverage best-in-class digital learning
solutions to enhance both capability and leadership at Performance reviews
multiple levels across our organisation. All our employees are empowered to develop their own
• Omnichannel communications: across our internal careers, supported by their line managers. Our online
workplace, we use multi-layered campaigns to foster system, Aspire, provides a resource for both managers
engagement. Initiatives include email campaigns to and employees to find guidance and to track this process.
ensure direct communication with our employees. We help our employees hold meaningful and authentic
We embed feedback into our process - evaluating providers conversations with their managers throughout the year
based on employee needs and preferences - and we encourage - conversations that are intended to inspire continued
employees to seek feedback as part of their learning experience. growth and increase impact for both individuals and teams.
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We focus on key areas which support our objective of Despite our best efforts, we could not prevent the loss of 16
embedding a zero-incident culture and create a working precious lives in 2023, compared to 15 fatalities in 2022, with
culture where everyone returns home safely. This includes road safety and vehicle accidents being the main cause.
identifying and managing key safety risks such as driving,
Six fatalities were recorded by Olam Agri, which included an
working at height or working with energy. Colleagues are
incident involving a member of the public. The majority were
actively encouraged and empowered to stop activities at any
vehicle incidents leading to fatal injuries and we have
time if they think they may create a direct risk of causing injury.
intensified our efforts to improve vehicle safety by upgrading
This is communicated through our ‘See it, Say it, Stop it’
all company-owned fleet trucks in Nigeria with telematic
(Olam Agri) and ‘Stop. Think. Protect’ (ofi) communication
camera systems that help reinforce safe driving behaviour by
campaigns.
the drivers. In Nigeria, we have also partnered with industry
In 2023, Olam Agri conducted various initiatives to engage experts to deliver focused improvement by adopting best
and educate employees which included an outreach industry practices.
programme in Nigeria for fleet drivers’ families, offering
Olam Group operations recorded four unfortunate fatal
online training courses (in addition to training campaigns)
incidents across several different operations. This included
to employees. We observed World Safety Day with all
two contractors and two permanent employees. All of these
operations holding events to promote practices of leading
incidents were investigated and reviewed by the leadership
by example, with a focus on learning and up-skilling, and
team using the ICAM methodology of investigation.
taking timely actions.
Six fatalities were recorded for ofi. Three of the six fatalities
ofi's safety programme ‘An Even Safer ofi’ has two key
were related to road safety incidents, two were from
components: providing clear safety guidance for employees
agricultural equipment and one from a fall from height.
in the form of our Life Saving Rules; and embedding a
Equipment updates and modifications have been made as
three-step prevention method - 'Stop. Think. Protect'. In 2023,
well as procedural changes that will mitigate these particular
ofi created a globally accessible e-learning platform that
incidents from re-occurence. For each fatality, ofi conducted
covers around 500 different safety training modules.
a detailed investigation to identify root causes and has taken
This has driven an outstanding level of engagement from
action to address them. ofi has strengthened and expanded
employees which is now directly translating into action.
the use of its Serious Injury and Fatality Prevention Reviews
A total of 5745 ‘stop work’ actions were performed by ofi
for our locations globally, which includes a self-assessment
employees in 2023, rising from 42 actions recorded in the
to prioritise our resources and activities. We hold leadership-
month of January 2023 to 833 recorded in December 2023.
driven safety updates and training on a quarterly basis.
Overall safety performance Olam Agri has a similar process where our group safety
At Olam Agri, the LTIFR reduced significantly by over 45%. committee, comprising the top leaders of the organisation,
For ofi the LTIFR reduced by 15%. These improvements were meet on a quarterly basis to review and investigate safety
a result of the continued focus on building safer safety performance and incidents. We believe that the leadership
cultures, reminding the teams to lead by example, keep team has an important role to play in transforming the
learning and taking timely action. safety culture and we conduct regular training by external
industry experts to align them on the safety goals and
The total number of operations that had ‘zero’ lost time
leadership role in safety performance.
incidents at OIam Agri, ofi and Olam Group are below:
In 2023, a particular focus area for preventing incidents was
Fatalities and LITFR in 2023 > Olam Group on driving as a leading cause of safety incidents. In Zambia,
Africa Americas Asia Europe Total Tanzania and Uganda, ofi has telematic monitoring systems
Pacific on vehicles. In Zambia, we have conducted defensive driving
Fatalities in 2023 11 3 0 2 16 training for drivers across the estates, to improve driving skills
and reduce road traffic accidents. Similarly, in Australia, we
LTIFR in 2023 0.15 0.58 0.11 0.52 0.21 have fitted vehicle safety trackers which monitor excessive
speed and driver fatigue, as well as front and rear dashcams,
Fatalities and LTIFR in 2023 > Tier 1 Facilities to our entire light vehicle fleet.
Africa Americas Asia Europe Total We are also focusing on health-related issues. After ofi
Pacific employees saved the life of a colleague using an Automatic
Fatalities in 2023 2 0 0 0 2 External Defibrillator (AED) at our facility in Koog in the
Netherlands, we are now installing this life-saving equipment
LTIFR in 2023 0.05 0.68 0.05 0.99 0.18 across Tier 1 facilities and delivering the training needed for
people to use it. Our goal is to have AED and professionally
trained First Aid Teams in all of our facilities by the middle
of 2024.
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Africa 3 13 13 15 7 17 20 27 55
Americas 21 39 52 0 0 0 0 4 3
Asia 14 48 36 1 2 0 0 13 1
Pacific
Europe 11 5 1 0 10 0 0 2 0
Total 49 105 102 16 19 17 20 46 59
Living Wage
Paying living wages is an important way that companies can
contribute to economies that support decent livelihoods and
inclusive growth. While this is a significant undertaking for any
global company, a proper understanding of the actual costs
and possible gaps is the first step in identifying the pathway
towards living wages for all. Following Olam’s living wage
gap baselining activity in 2022 in partnership with Social
Accountability International and the Anker Research Institute,
we will undertake further detailed analysis of the baseline
and continue to progress our internal roadmap to help close
these gaps.
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Risk Management
Describe the • Olam has commenced a process of assessing climate-related physical Read more on
processes for and transition risks and opportunities using ‘Business as Usual’ and pages 126 to 128
identifying and ‘1.5°C’ scenarios. and pages 129
assessing climate- • Changes in the climate-related regulatory landscape are monitored to 132.
related risks. on an ongoing basis by the relevant teams.
Describe the • Olam reviews its climate-related risks and opportunities on an ongoing
processes for basis to assess their continued relevance to the businesses, as well as the
managing climate- impact achieved through the targeted strategies.
related risks. • As appropriate, the risks and opportunities are updated, and the associated
strategies are amended to address an evolving climate landscape.
• The inclusion of climate-related risks in Olam’s IRAF was done to ensure
accountability across businesses and as a mechanism to assist the Board
and Board Committees in their review of risks and controls.
• The Internal Audit (IA) team drives a quarterly process where the
effectiveness of control measures across business operations is reviewed by
business unit teams, functional Heads and the IA team. The control
assessments are then presented to the CRSC, Board Risk Committee and
Audit Committee.
Describe how • To institutionalise climate risk management, climate risks have been Read more on
processes for integrated into the IRAF process. pages 129 to 132
identifying, • As the climate-related risk assessment evolves, the identified risks and within the risk
assessing, and controls integrated into the IRAF process will be enhanced concurrently. management
managing climate- section of this
related risk are report.
integrated into
overall risk
management.
Metrics and Targets
Disclose the metrics • Olam’s key environmental and GHG metrics are identified, measured and Read more in the
used to assess reported. Additional
climate-related risks Sustainability
and opportunities in Information report,
line with the and within the
strategy and risk Environment section
management of this report from
process. page 92.
Disclose Scope 1, 2 • Olam reports its Scope 1, 2 and 3 GHG emissions. Reported metrics follow Read more in the
and 3 GHG GHG Protocol Guidance. Additional
emissions and Sustainability
the related risks. Information report,
and within the
Environment section
of this report from
page 92.
Describe the targets • Olam is a signatory of the SBTi with approved targets (<2°C) since 2019 Read more in the
used to manage to reach net-zero by 2050, and also supports the Agriculture Sector Additional
climate-related risks Roadmap to 1.5°C. Sustainability
and opportunities • At COP27, Olam, along with 12 global agricultural trading and processing Information report,
and performance organisations, published a shared roadmap for enhanced supply chain and within the
against targets. action to halt commodity-linked deforestation consistent with a 1.5°C Environment section
pathway. The commodities represented by Olam were palm, soy of this report from
and cocoa. page 92.
1. AtSource enables Olam’s customers to track their sustainability metrics including supply chain carbon footprint. For more information, visit Atsource.io
2. Terrascope is a corporate carbon footprinting platform. For more information visit Terrascope.com
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on field practices (e.g. fertiliser reduction, soil • Agro-forestry, conservation and reforestation. Various
improvement, pesticide management, agroforestry businesses have invested in increasing tree cover
implementation). All these activities are being captured on and around farms and in farming landscapes,
and monitored at a national level. including shade tree planting and agro-forestry
• Management of on-farm water use efficiency for at risk in cocoa and coffee, as well as natural ecosystem
locations (e.g. California almond, alternate wetting conservation/reforestation efforts including in edible
and drying technique in rice farms in India). oils, cocoa, coffee, spices and wood product businesses.
• In Nigeria, as part of our Seeds of the Future programme, Agro-forestry builds farmers’ resilience against climate
we supported the development of drought and change through crop diversification. Diversity of traditional
heat-resistant wheat seeds to contribute to the country’s crop varieties in a production system can play a key
goal of achieving self-sufficiency in food production. role, enabling a farmer’s crop population to better
evolve and adapt to changing environmental conditions.
• Build resilience against the impact of climate change To date, we have distributed more than four million
by promoting crop diversification and other opportunities non-commodity trees across farmer cooperatives
such as beekeeping, strengthening local farmer cooperatives, and Olam’s own supply chain. This excludes the
and improving access to savings and loans facilities and delivery of improved, climate-resilient tree varieties
crop insurance. distributed to aid adaptation.
• Regenerate soils and ecosystems through nature-related • These efforts help carbon removal from the atmosphere
solutions which help address physical and transition risks and may support ecosystem services including
through the multiple services provided by ecosystems in pollination services, soil health and water retention,
terms of climate adaptation (e.g. water management, and pest management.
adaptation to disaster risks, support to livelihoods resilience) • Olam Agri and ofi have both signed up to be early
and climate mitigation (carbon storage). Initiatives include: adopters of the TNFD framework.
• Regenerative agriculture practices such as crop
• Reduce emissions through the following:
rotation, composting, mulching, soil erosion control,
integrated soil fertility management and integrated • Working with our suppliers to identify opportunities
pest management (e.g. rice and cotton). In 2023, Olam to utilise climate-smart agriculture practices,
successfully facilitated the certification of the farmlands above mentioned nature-based solutions as well as
in its supply chains using regenerative agriculture technologies to reduce emissions while increasing crop
practices. In Côte d’Ivoire, Olam has achieved regenagri® yields in businesses such as dairy, cocoa, coffee, rice
certification for 100% of its directly-sourced cotton. A and cotton. For example, for the rice business in India,
total of more than 250,000 hectares of land, 20,000 Olam launched the Carbon Offsetting Rice Emissions
farm enterprises and both of Olam’s ginning facilities (CORE) project implemented by the Fund for the
that process about 100,000 metric tonnes (MT) of seed Promotion of Innovation in Agriculture (i4Ag), as part of
cotton annually in the country have been regenagri® the Special Initiative Transformation of Agricultural and
certified. Since 2014, all of Olam’s cotton sourced from Food Systems. Under this project, Olam partnered with
Côte d’Ivoire has also been Cotton made in Africa GIZ, IRRI (International Rice Research Institute), and
(CmiA) certified. In the US, Olam has received regenagri® the UN Entity for Gender Equality and the Empowerment
certification covering 15,000 hectares of farmland in its of Women (UN Women). In this programme, Olam is
supply chains and three ginning facilities producing training nearly 20,000 smallholder farmers in the use
about 20,000 MT of cotton annually. Read more on of technologies and practices to reduce carbon emissions,
pages 99 to 100 of the Environment section of this report. approximating 90,000 metric tonnes of CO2 equivalents,
• Olam is committed to sustainable and responsible and nearly 2,500 female smallholders strengthened as
forestry while contributing to the development of the leaders and entrepreneurs. Read more on pages 94,
economy and enhancing living conditions for people 107 of the Environment and Social section of this report.
living in and around our concessions. In the harvestable • Reducing post-harvest loss from improper processing,
areas of the forest concessions in the Republic of drying and storage.
Congo managed by Olam, we’re committed to strictly • To enable successful deployment of nature-based
apply Reduced Impact Logging (RIL) techniques and solutions recommended to our farmers, Olam constantly
harvest at levels significantly below those permitted reviews progress through satellite monitoring and
by national regulations. This approach is based on on-ground site visits. Investment in these monitoring
a selective harvesting model defined by the natural efforts and technologies enables Olam to effectively
regeneration capacity of the forest. This means that implement its climate mitigation strategies.
we cut approximately one tree per hectare every 30
to 35 years which results inreduced timber extraction
volumes (lower than that approved by the government
under the forest management plan and comparable to
natural windfalls). Olam is a pioneer in RIL initiatives in
the region. Read more on page 95 of the Environment
section of this report.
• Improved traceability and granular approach to land agriculture and forestry sectors. We extended our partnerships
use change including farm polygon mapping (across with institutions that play an important role in creating a
multiple businesses), tailored deforestation alerts and sustainable future. Some of these partnerships include:
remote sensing for estimating GHG emissions from
• Research agencies, such as for seed and technology
land use change. Olam is well-positioned to comply
development and testing.
with policies such as the EU Regulation on
Deforestation-free products, especially given its • Governments, for alignment with local priorities,
long-term focus on reducing deforestation in programmes and regulations.
smallholder supply chains and advancing sustainability • International development agencies, who can bring
programmes. Refer to the Environmental section of this financial and technical assistance.
report for further details. • Financial institutions, both large and small, to help finance
• For our customers, knowing where carbon emissions the climate transition.
are coming from in their supply chains is critical to • Insurance agencies for crop insurance for resilience.
understanding how to reduce them cost-effectively. • Certification and standard setters, both for sustainability
Throughout the year, Olam has invested extensively certifications and for carbon project development.
in our Carbon Scenario Planner, a tool that allows us
Olam is leveraging opportunities as follows:
to model the outcome of different decarbonisation
interventions tailored to local contexts, and offer our • Development of products and services for the low-carbon
customers cost-efficient interventions in emissions economy, such as:
reduction programmes which also benefit farmer
• Individual product sustainability strategies such as
livelihoods.
Cocoa Compass, Coffee LENS, Cashew/Hazel/Almond
Our climate mitigation and adaptation strategy for Trails, Dairy Tracks, Sustainable Rice Platform, FSC®
processing assets includes: (wood products), RSPO (palm oil) and regenagri™ (cotton).
• Developing a decarbonisation strategy and assessing • Traceability/sustainability management platforms
carbon abatement technologies and approaches for including AtSource and Terrascope.
our processing assets, including renewable energy • Farmer engagement platforms including Digital Direct1
and energy efficiencies. and Jiva2.
• Recycling of biomass waste as fuel at processing facilities • Gaining access to new and emerging markets.
(including wood products, rice, animal feed and protein,
cocoa, coffee, nuts, spices and edible oils businesses), • Market developments, which could be influenced by
thereby improving resource efficiency and energy security. regulations such as the European Union Regulation
on Deforestation-free products (EUDR), are constantly
• Engaging with a consultant to strengthen our climate
monitored. Read more details on pages 95 to 96 within
adaptation strategies against the key hazards, which
the Environmental section of this report.
would involve enhancing business continuity plans,
erecting structures or processes that are more resilient • Monitor local market developments in alternative
to physical risks, etc. protein and dairy products (including nut-based milks).
Plant-based products and the increasing demand for
• Through holistic ESG risks and opportunities assessments
affordable nutrition in developing countries presents
for new CapEx proposals as described in the Strategy
the opportunity to create new products and markets
section of the table on page 124, Olam strives to incorporate
across the dairy and nuts product platforms.
potential financial impact from ESG risks and opportunities
into the investment decision-making process. • Improving access to capital, possibly reducing cost
of capital, and forming partnerships with Development
Across our operations, we apply top standards
Finance Institutions and other relevant partners.
for sustainability governance and norms:
• Implementation of policies including Olam Living Looking forward
Landscapes Policy, Olam Plantations, Concessions • Olam continues to engage with farmers and other
and Farms Code, Olam Supplier Code. supply chain partners to map out and deploy
• Proactive support for communities under AtSource+ and decarbonisation and nature-based solutions to address
AtSource∞, sustainable and responsible procurement our climate-related impacts, dependencies, risks and
under a wide variety of voluntary certification schemes opportunities, recognising that the majority of our
for sustainable agriculture and resource production emissions occur at farm level. Our on-ground efforts
(including Rainforest Alliance, FairTrade, Organic, RSPO will continue to further inform our climate mitigation
and FSC®), and participation in alliances and adaptation strategies.
such as the Sustainable Rice Platform and World • For further highlights on the progress towards Olam’s
Cocoa Foundation. net-zero ambition, refer to the Environmental section of
this report (pages 92 to 101). We will continue to enhance
We recognise the importance of enhancing collaboration
our disclosures as we progress in our climate agenda
within the ecosystem of actors to enable decarbonisation
and strive to meet our climate-related commitments.
and climate adaptation throughout value chains within the
1. Digital Direct is a smartphone app developed in-house that enables farmers to actuate sales contracts directly online.
2. Jiva is a farmer services app, offering solutions such as digital loans, farm supplies, agronomic advice and access to market. For more information, visit Jiva.ag
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Olam’s Risk Office monitors and controls The Risk Office monitors and controls trading risks, credit
risk, counterparty risk and transactional currency risk.
the key risks (trading risks such as price Value-at-Risk (VaR) is measured for trading risks and
and basis risk, credit risk, counterparty risk transactional currency risk. The Risk Office is organised into
and transactional currency risk) across two teams, each headed by a Chief Risk Officer - one in
charge of risk monitoring and control for ofi; and the other
the businesses. in charge of risk monitoring and control for Olam Agri and
the Remaining Olam Group.
The Group tracks various risks across 11 main categories.
Each of the risks is monitored by a specific function, The table on the following page provides an overview of how
overseen by a specific Board Committee, and assessed the Group mitigates each risk and whether it has stayed
on the likelihood of occurrence and potential impact stable, increased or decreased over the year.
on three-point scales (high/medium/low).
The Internal Audit function collates inputs from the relevant
functions every quarter for presentation to and discussion
by the Board, the Board Audit Committee and the Board Risk
Committee. The risk assessments assist the Board with
identifying the main risks and their associated processes,
systems and mitigation plans.
Nomination
Risk
and Remuneration
Committee
Committee
Read more on
Read more on
page 176.
page 170.
The Board
Read more on
page 156.
Corporate
Responsibility Audit
and Sustainability Committee
Committee Read more on
Read more on page 178.
page 187.
Capital and
Investment
Committee
Read more on
page 185.
Audit Committee Documented procedures and audit The process of regular review and monitoring Increased
• Stock Risk programmes are in place to ensure physical is in place - however, there is an ongoing
inventory verification in terms of quantity and effort to further tighten fraud risk mitigating
• Quality Risk
quality, grade, age, shelf-life and liquidity, controls and strengthened areas where
• Fraud Risk
and that procedures for payments, receipts weaknesses are identified. We continue to
• Systems and Controls work on adding to and enhancing existing
and confirmations are properly implemented
Failure Risk systemic controls.
and governed to ensure fraud risk is mitigated.
Capital and Investment A thorough analysis of the project economics Current total network utilisation does vary Stable
Committee is undertaken to stress and evaluate potential across our facilities. 2023 did experience some
• Project Execution Risk impacts to project returns; documented inventory stabilisation throughout the entire
procedures exist to ensure functional buy-in supply chain, including actions taken by our
• Asset Utilisation Risk
from all relevant stakeholders; and asset customers. This reduction in global inventory
utilisation risk is mitigated through procedures and the rebalancing of demand has given us
and protocols which govern operational a better understanding of the requirements
excellence. going forward. With this visibility, a majority
of our assets are well-positioned to
accommodate the current demand as well as
incremental increases. Where there are
opportunities for step changes in demand,
plans for asset expansion are in place. Where
demand has stabilised and efficiencies of
production have materialised, plans for asset
rationalisation have been identified.
Currency Risk Committee The Group’s functional currency is the US The sharp devaluation of the Nigerian Naira Increased
Risks • Transactional Currency dollar, which is also the dominant during June, followed by a continuing slide
Risk transactional currency. The Board sets through the second half of the year, impacted
Group-level risk envelopes (including volumes and margins in the food and feed
Capital and Investment transactional currency risk VaR) as part of the businesses. The group has evaluated a switch
Committee annual risk budgeting exercise. The Risk Office from naira to USD as the functional currency
• Translational Currency allocates risk limits for transactional non-USD for all our businesses in Nigeria. It is working
Risk exposures across businesses, and tracks with our auditors EY, IT and Nigeria Country
exposures for adherence to set limits. The Finance teams to complete this transition by
Group accesses spot and forward FX markets end of financial year 2023 which will help
as well as local currency borrowings to hedge mitigate the translation exposure for our
transactional currency risk. Nigerian businesses.
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Reputational Responsibility and Our brand and reputation are vital to We continually review sustainability risks Stable
Risks Sustainability Committee maintaining trust and engagement with our through screening against global indices for
Social Risk stakeholders, such as employees, customers, human rights, food security, climate change,
investment community, suppliers and water stress and forest loss. More detailed
• Economic Opportunity partners. To strengthen our ethical and analysis may be conducted where risks are
• Safe and Decent Work compliance standards and to meet identified. For example, following an in-depth
• Safety and Health Risk environmental and social standards, which risk assessment in 2022, Olam Agri subsequently
• Food Safety and Product may impact our reputational risk, the Group adopted a child protection action plan in
Recall Risk has a suite of policies, codes and standards Chad to protect children's wellbeing in cotton
Environmental Risk which include our Code of Conduct, Crisis farming communities. And at ofi, to help
Escalation Procedure, Fair Employment Policy, monitor risks and identify any cases of child
• Climate Action Anti-Bribery and Corruption Policy, labour during the hazelnut harvest in Turkey,
• Healthy Ecosystems Whistle-blowing Policy, Living Landscapes the team conducted unannounced farm
• Water Policy, Plantations, Concessions and Farms inspections and monitored over 600 children
• Soil Health Code, and Supplier Code. The Group is a aged 5-17 using its digital CLMRS app.
• Waste signatory to the Task Force on Climate- We measure our carbon footprint across
related Financial Disclosures (TCFD). the three Scopes - direct emissions, indirect
emissions from purchased energy, and
indirect emissions from our supply chain -
in line with the GHG Accounting Protocols. We
use Terrascope, an end-to-end
decarbonisation platform launched in June
2022, to assist companies with managing
and reducing their carbon emissions.
Audit Committee Olam has in place a comprehensive Ethical The Global Compliance programme continues Stable
• Bribery/Corruption Risk Business Programme (EBP) which includes to be developed and improved to address key
their Code of Conduct and policies relating to risks. The Code of Conduct and all global
• Other Regulatory Risk
Bribery and Corruption, Conflicts of Interest, policies are reviewed annually, and training
• Transfer Pricing Risk
Competition Law, Sanctions and many other updated and conducted routinely. Global
• Taxation Risk visitation of higher-risk countries continues.
legal risks. The Compliance programme
together with global training to ensure The Group continues to monitor existing and
implementation and enforcement. These serve developing sanctions and counterparties and
as a primary deterrent against such risks. to ensure business activities are compliant
Regarding Transfer Pricing, most geographies with applicable regulations.
have detailed policies in place to guide them
on arm’s length pricing, ensuring compliance
with all applicable tax laws.
Natural perils Risk Committee The Group maintains insurance cover against There have been no material developments in Stable
• Pandemic Risk risk of natural disasters, such as flood, fire, 2023. The Group continues to monitor risks
earthquakes and storms. and maintain localised business continuity
• Fire Risk
plans and drills where relevant.
• Flood Risk
• Earthquake Risk
• Hurricane/Typhoon/Storm
Risk
Other Risks Audit Committee The Group employs IT security experts, as well As many of the Group’s employees continued Stable
• Cybersecurity Risk as having in place IT cybersecurity to work flexibly, the IT and digital capabilities
infrastructure to mitigate against electronic continued to be leveraged to ensure that
• IT Risk
viruses, ensure currency of software deployed online working is seamless and associated
throughout the Group, and employ data cybersecurity risks are minimised.
leakage prevention controls.
Nomination and Succession plans are in place and are New organisational structures were put in Stable
Remuneration Committee reviewed annually to provide a second line of place for each operating group. The structure
• Key Persons Risks leadership from within the Group’s Operating and framework for succession continues to be
Committee and Management Committee. reviewed and strengthened both organically
and through recruitment. A strong second line
of leadership has been embedded across the
various businesses, regions and functions of
the respective operating group.
Strategic All strategic risks are overseen by the offices of the GCEO and CEO, and by the Executive Committee.
Risks
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1. A living income gap represents the value that a household would need to earn on top of their actual income, in order to meet their basic needs. Source: IDH
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As per the table above, coffee farmers in Segments C and Valuation framework applied:
D saw increases to their yields following the programme The impact of the interventions implemented by ofi Honduras
interventions. This equated to an annual increase in income on the community was assessed through a social value
of approximately US$6,009 per farmer1 and US$1,132 per creation approach framework - Social Returns on Investment
farmer2 respectively. (SROI)4.
However, Segments A and B reported lower yields in SROI = Net Return (USD)/Total Investments (USD)
2022‑2023 due to a combination of reasons. Some farms
= Total Outcome (USD) - Total Investments (USD)/
focused on planting seedlings in their nurseries, others
Total Investments (USD)
stumped their coffee trees to encourage future yield growth,
and some of the farmers’ land was fallow at the time the Where5
survey was conducted. Despite these impacts, the yield
Total Outcome (USD) = Quantity x Proxy financial value x
generated still attracted a price premium due to certified
(1 - deadweight %) x (1 - displacement %) x (1 - attribution
production.3
%) x (1 - drop-off %)
This additional income can support farmers in various ways,
including helping them save for unexpected costs, cover
labour fees or strategically re-invest in their farm towards
more developed GAP.
1. Segment C mostly produced wet parchment (certified). Considering US$2.48 as the average cost per kilograms of wet parchment (conventional) in Honduras.
2. Segment D mostly produced wet parchment (conventional). Considering US$2.52 as the average cost per kilograms of wet parchment (conventional) in Honduras.
3. Segment A and B mostly produced dry parchment (certified). Considering US$2.86 as the average cost per kilograms of dry parchment (certified) in Honduras.
4. SROI Guide: https://www.socialvalueint.org/guide-to-sroi.
5. Attribution percent is not considered as the results are attributed to all stakeholders who have partnered on the select interventions enabling a systemic
approach towards social capital enhancement. Impact is generated collaboratively and collectively by all stakeholders that have contributed monetarily/
non-monetarily. Drop-off is not relevant as the assessment is for change observed over two years and it has already been considered in the SROI calculation
as part of the farmer’s income.
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1 3 5
GAP training
Decreased
Avoid transport/ expenses through
training cost better farming
Advanced practices
Farmer training Better standard of
agronomy
programmes Job opportunities to living
training
deliver training
programmes
Financial
Literacy
training Farmers receive
personalised support Farmers receive a
Improved access to
better yield
living income
Farmers receive
Farmer support Subsidised Rainforest/UTZ
materials for certification
audits
Economic
development in
Avoid purchase cost region
Provision of Farmers receive a
Access to coffee price premium
materials equipment
Improved farming
practices
Provision of
Improvement in
solar driers
wellbeing
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1. Capturing learning outcomes and specific benefits from Some level of judgement is applied while assigning proxy
the training for each farmer to understand what has values in such social impact valuation studies. SROI
worked well will help us identify new strengths of each calculation does not assess the impact of climate change to
farmer and help us support them better. the outcomes identified. Since outputs and outcomes are
2. The nursery set-up provided the farmers and the valued at a level of stakeholder engagement, it is difficult to
community with proximity to quality coffee seedlings. capture all aspects and arrive at holistic results. We will
Tracking the planting and growth of these coffee consider the learning from this pilot in future assessments
seedlings could also allow us to optimise budgeting. and continue to make a case for social investments to deliver
maximum social value on the ground.
3. Better tracking of the growth of essential food crop seed
distributed would allow us to monitor the outcome
indicators such as reduction in nutrition-related illnesses,
additional income gained or saved, or annual purchase
cost saved.
4. Monitoring the usage of school kits distributed, and
measuring the outcome indicators, such as school
attendance, would allow us to identify if there was a
reduction or increase in attendance.
1. This intervention was done for most farmers in 2022, however was postponed in 2023 given el Niño - scheduled for June 2024.
Access to coffee seedlings and Average annual cost of US$14 per farmer
other materials for the coffee seeds saved including
development of a coffee average cost of
nursery transportation to procure
seedlings
Access to basic coffee Average cost of basic coffee US$25 per farmer
equipment (collection bowls, equipment saved including
machetes, etc.) average cost of
transportation to procure
Access to practical examples Average investment in case US$15 per farmer
of success of implementing demonstration plots/
new practices (demonstration sections where to be done
plots) individually
Government Access to structured systems Not covered N/A
to support farmers
Supports smallholder farmers in
(distribution of agricultural
coffee production.
inputs, training) and giving
them direct market access
Trainers1 Access to employment Average cost of trainer US$1,043 per trainer
opportunity locally (along with salary
Responsible for implementing
new professional skills learnt)
and managing the programme.
1. We have accounted for trainers (our own team of agronomists) and they were part of the managed sustainability programme in 2022.
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Shadow price
of water = Agricultural
values + Actual market
value* + Health
impact + Environmental
impact
1. https://www.fairtrade.net/product/coffee
2. https://www.fao.org/markets-and-trade/commodities/coffee/en/
3. We have used the average of the SCC range recommended (US$80 - US$100) by Massachusetts Institute of Technology (Pindyck, R S. 2019,
The social cost of carbon revisited)
4. https://www.africabusiness.com/wp-content/uploads/2015/09/INTEGRATING-WATER-STRESS-REPORT_FINAL.pdf
https://naturalcapital.finance/wp-content/uploads/2018/11/INTEGRATING-WATER-STRESS-REPORT_FINAL.pdf
GIZ, NCD, VfU (2015) Integrating Water Stress into Corporate Bond Credit Analysis
5. Basin-specific Baseline Water Stress values are extracted from WRI Aqueduct 4.0 Database based on facility and farmer group geo-locations
6. From these twenty selected FGs, we purchased 43% of their total production of GBE volumes. Out of the 20 selected FGs, six FGs are from Peru, five each FGs
are from Mexico and Colombia, three from India, and one from Honduras. 19 FGs produce Arabica and one produces Robusta.
* The financial proxy values were identified through secondary research and existing data.
dependent on farm level yields. Thus, understanding the underlying yield dynamics is also crucial for interpreting these NCC
footprints effectively.
Our overall procured volumes from these twenty FGs fell 25% from around 12,000 metric tonnes in 2021 to 9,000 metric tonnes
in 2022. This was primarily led by an 86% reduction in procurement from FGs in Peru during this period. Another significant
change in procurement was observed in Honduras which represented 8% of total procured volumes in 2022, up from zero in
2021. The following table presents key statistical attributes of the diverse group of twenty farmer groups under study, providing
insights into their characteristics and performance metrics.
Table 2: Natural Capital Profit and Loss Statement for selected coffee farmer groups showing
GHG NCC and Water Use NCC
Impact Valuation (added/deducted) for the financial years Value to society and environment Value to society and environment
ended 31 December 2022 and 2021 2022 (USD) 2021 (USD)
* We have agro-forestry and programmes across all our coffee origins, and are currently working towards collecting the essential data points to be able
to provide the carbon sequestration data and trends.
A. Efficient use of agricultural inputs, land and residues metric tonne (US$/tonne) decreased by 20%, from US$461
can lead to reduction in the social cost of carbon per metric tonne to US$370 per metric tonne, while
emissions per metric tonne of GBE procured dropped from
As a part of our sustainability strategy for coffee (Coffee
5.13tCO2e to 4.12tCO2e.
LENS 2.0), we acknowledge the pivotal role climate and
regenerative agriculture play, and have set ambitious targets
2. Contributors to GHG Emissions
around emission reductions and regenerative agriculture to
be achieved by 2030. The GHG-related NCC are associated During 2022, fertiliser production and crop residue
with three key sources of GHG emissions, namely fertiliser management emerged as primary contributors to GHG
production, fertiliser use, and management of crop residues. NCC, accounting for 34% and 23% respectively. The GHG
NCC from fertiliser production and crop residue
Key Focus Areas and Findings2
management experienced substantial declines of 43% and
1. Reduction in GHG Emissions 40% respectively. Yield (GBE/ha), increased by 13% from
1.13 metric tonnes per hectare to 1.28 metric tonnes per
The overall GHG NCC (US$/year) witnessed a remarkable
hectare, which is consistent with expectations from
42% decline from US$5.76 million to US$3.32 million. This
improved crop management practices (pruning, weeding)
absolute reduction can be attributed to a decrease in GBE
and improved nutrition management, although the role
volumes procured and targeted sustainability initiatives
of multiple external factors such as climate, pests etc.
focused on curbing carbon emissions. GHG NCCs per
cannot be discounted without further analysis.
1. Non-irrigation purposes include water used in fertiliser application; seeds/seedlings/tree planting and clearing; and in post-harvest activities.
2. All data points in the findings below refer to the change from 2021 to 2022 for all twenty FGs, unless otherwise stated
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3. Fertiliser production and usage do two rounds of irrigation. In the case of these FGs in
India, the yield increased 30% from 1.24 metric tonne per
GHG NCC per metric tonne of GBE procured from
hectare to 1.61 tonne per hectare. The reduction in
fertiliser production and fertiliser use decreased by 21%
irrigation water consumption is a commendable effort
and 19% respectively. In India1, this is consistent with
while increasing the yield and farm productivity at the
on-farm trainings provided to farmers and awareness on
same time.
the appropriate selection, combination and usage of
fertiliser types, which helped in optimising yield, cut down
3. Blue water used for non-irrigation purposes
in fertiliser application and reduction in the GHG emissions.
Excluding the three FGs in India, all other FGs used a Blue water served various non-irrigation purposes across
practice called mulching where composted pulp is used as coffee farms in the five origins, including fertilisation,
an organic fertiliser and is directly applied to the plant, seed/seedling/tree planting and clearing, and post-harvest
adding to its required nutrition. In the case of FGs in Peru, activities6, 7. The NCC related to blue water use for
where organic production practices are dominant, mulching non-irrigation purposes decreased by 33%, notably
represented an important part of nutrition/fertiliser. driven by a reduction in water used for seed/seedling/tree
However, one Mexican FG witnessed a notable increase planting and clearing due to ofi's active encouragement
in fertiliser application, possibly due to extended yield on adoption of good agricultural practices for sustainable
benefits over multiple crop seasons. and long-term resilient plantations. This reduction was led
by Mexican and Colombian FGs. Whereas, Indian FGs
4. Crop residue management reduced their non-irrigation water use NCC per metric
tonne of GBE by over 10%, primarily due to awareness
Two Indian FGs achieved reductions (25% and 7%) in
efforts promoting the use of eco pulpers, reducing water
GHG NCC per metric tonne through better management
consumption in post-harvest activities from four to five
of crop residues, while others maintained similar levels.
litres per kilogram to 0.5 litres per kilogram.
B. Assessing the hidden cost of water use in selected
4. Rainwater dependency and economic valuation
coffee supply chains
All FGs, including those located in water-scarce areas,8
We studied the Total Economic Value (TEV) of water
depended on rainwater for production. An estimated
consumption across the twenty FGs located in Peru,
average value of US$6,500 per metric tonne of GBE
Mexico, Colombia, India, and Honduras.
per year was assigned to the dependency on rainwater
Key focus areas and findings2 for irrigation in water-scarce areas.
1. Inverse shadow price (m3/US$)3 analysis As a part of our sustainability strategy for coffee,
we aim to save 1.5 million m3 of water annually by 2030
In 2022, a comprehensive assessment was conducted
by implementing better water management with
across five different origins, revealing varying inverse
irrigation technology.
shadow prices associated with water consumption:
Honduras: 0.81 m3, Peru: 0.60 m3, Colombia: 0.42 m3, In summary, this case study underscores the critical
India: 0.41 m3, and Mexico: 0.40 m3. importance of investing in farmer training programmes
focused on GAP and agro-forestry to effectively manage
Factors influencing these prices varied significantly
Natural Capital costs and mitigate environmental
among the regions. Notably, Honduras exhibited the
degradation. The results demonstrate the feasibility of
lowest water stress, resulting in minimal contributions
achieving significant reductions in emissions and water
from its agricultural value4 to its shadow price.
usage while simultaneously increasing farm yield and the
Conversely, India and Mexico, with notably higher
potential economic returns to the farmers. However,
baseline water stress scores, demonstrated substantially
challenges such as the vulnerability to ill-timed rainfall,
higher agricultural value (US$1.65 per m3 and US$1.54
particularly evident in origins like India, highlight the urgent
per m3 respectively). Colombia was characterised by
need for sustainable irrigation practices to safeguard
a significantly higher domestic water tariff5 (US$2.14
profitability and preserve natural resources. Furthermore,
per m3), reflected a correspondingly high shadow price.
initiatives such as ofi’s training on fertiliser use and post-
harvest activities play a crucial role in minimising
2. Blue water used for irrigation
environmental impact. Moreover, ofi’s agro-forestry
In 2021 and 2022, all FGs primarily relied on rainwater programmes across various origins mark a promising step
(green water) for production. However, three FGs in India towards fostering sustainability in agricultural supply chains
had to incorporate irrigation. The net cost of blue water worldwide. The integration of environmental conservation
for irrigation decreased by 47% from US$1,829,665 to and agricultural productivity remains essential for building
US$977,563, attributed to reduced irrigation needs in a resilient and sustainable future.
2022 due to timely rainfall. In India, all farmers typically
1. Two out of the three India FGs recorded production volume increases of 41% and 25% respectively whilst keeping the production area almost unchanged,
translating to an improvement in yield of 37% and 25% respectively.
2. All data points in the findings refer to the change from 2021 to 2022 for all twenty FGs, unless otherwise stated.
3. This metric indicates the m3 of water consumed to incur US$1 in hidden externality costs. The higher this metric, the better.
4. Agricultural values are included within the Shadow Price method as irrigation is the dominant human activity leading to water stress.
5. Base tariff rates from IBNET and further adjustments based on existing methodology.
6. No or insignificant water usage noted in LUC, pesticide use, crop residue management, farm machinery and manure management.
7. The embodied water used in fertiliser production, pesticide production and electricity generation are not included in this analysis.
8. The three FGs in India are identified as high-water risk, and the two FGs in Mexico as low-medium risk, as per data gathered from WRI Aqueduct.
Table 4: Natural Capital Profit and Loss Statement for two processing facilities showing
GHG NCC and water use NCC
Impact Valuation (added/deducted) for the financial years ended Value to society and environment Value to society and environment
31 December 2022 & 2021 2022 (US$) 2021 (US$)
We studied the GHG-related NCC across two soluble coffee The results of our Natural Capital Analysis showed that
processing facilities located in Spain (SEDA Outspan) and processing facilities have different hidden costs based on the
Vietnam (Olam Café Outspan). The coffee operations in different energy (renewable and non-renewable) mix,
Spain primarily service the European market, whilst the plant operational efficiencies, and the water basin and jurisdiction
in Vietnam supports Asia. At our plant in Spain we process they are operating within.
soluble coffee and mixes of coffee with chicory or cereals,
pure instant chicory and mixes of cereals without coffee.
Through SEDA we offer private label solutions to coffee
customers across Europe with a range of different packaging
types. ofi is the largest exporter of soluble coffee from
Vietnam. Our soluble coffee plant is the largest single
processing plant for bulk supplier companies with coffee that
is UTZ certified.
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Key focus areas and findings1 3. Wastewater treatment and externalities control
A. Assessing the social cost of carbon2 Vietnam treated around 50% of water3 used, aiming
for zero water discharge, contributing to a reduction
1. Reduction in greenhouse gas emissions in water-use related NCC. The Spain facility treated an
impressive ~75% of the water used in the facility4 both
Vietnam and Spain witnessed reductions of 19% and 7% years. The significant volume of wastewater treatment
respectively in GHG NCC per metric tonne of soluble helps the facility contain its externalities cost related
coffee, resulting in an overall decrease in emissions to water-use.
intensity from 2.79tCO2e per tonne to 2.40 tCO2e per
tonne. Vietnam’s performance was attributed to a 13% The case study showcases significant strides in our
reduction in absolute emissions, driven by an increased sustainability initiatives, particularly evident in the adoption
proportion of renewable energy in its energy mix. of renewable energy and the reduction of emission intensities
across the processing facilities. The establishment of annual
targets for renewable energy usage at the Vietnam facility
2. Renewable energy usage
underscores our efforts to advancing renewable energy
Vietnam achieved a 30% rise in energy consumption from integration. Moreover, the Spain facility’s impressive
renewables, elevating its renewable energy share from treatment of approximately 75% of wastewater reflects
43% to 56%, leading to a reduction in GHG NCC per proactive measures to mitigate water-use-related
tonne of soluble coffee from US$317 to US$258. Annual externalities and maintain environmental stewardship.
targets for renewable energy proportion were set at the Moving forward, continued efforts to enhance renewable
Vietnam facility, with a 2023 target of approximately 57%. energy integration and wastewater treatment will be pivotal
The Spain facility continued to maintain a 45% renewable in furthering our environmental sustainability goals and
energy proportion in its energy mix. fostering a more resilient and eco-friendlier operational
framework.
3. Decoupling emissions from production volume
Vietnam processed 7% more volumes while reducing GHG
emissions by 13%, by shifting towards renewable energy
sources like spent ground coffee, cashew shells and others
in shell boilers.
A commitment to a 50% reduction in Scope 1 and 2 GHG
emissions in processing plants by 2030 against a 2020
baseline year was declared in the Coffee LENS 2.0.
1. No or insignificant water usage noted in LUC, pesticide use, crop residue management, farm machinery and manure management.
2. The embodied water used in fertiliser production, pesticide production and electricity generation are not included in this analysis. The three FGs in India
are identified as high-water risk, and the two FGs in Mexico as low-medium risk, as per data gathered from WRI Aqueduct.
3. The wastewater is treated by Café Outspan Vietnam Limited (COVL) and then is sent to a third-party who is responsible for finally treating it to meet
the local compliance regulations.
4. The Spain facility (SEDA Outspan Palencia) does physical treatments such as solids removal, homogenization, and pH correction, and the rest of the treatment
is outsourced to a government authorised company.
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As part of the impact valuation exercise, the impact To be certified under SRP, rice crop residues must not be
pathways for the three key agricultural activities of fertiliser burnt by farmers. Instead, rice residues are put to alternative
use, pesticide use and burning of rice residues have been uses such as livestock feed. As such, the societal costs of air
assessed. The potential outcomes of fertiliser use include pollution due to burning of crop residues are eliminated.
GHG emissions and leakage of fertilisers into freshwater
The total reduction in Natural Capital impact from the above
sources leading to eutrophication. Pesticides can
interventions is estimated to be S$2,100 per metric tonne of
contaminate soil and water and emit hazardous air
rice. This amounts to a reduction in total Natural Capital
pollutants. The burning of rice residues, which farmers
impact of about S$8.5 million for about 4,000 metric tonnes
in Thailand commonly practice as a convenient and cost-
of rice purchased in 2023 from farmers trained under SRP.
efficient way to accelerate production cycles, contributes
Olam intends to scale up the SRP training programme in
to air pollution and GHG emissions. Air, water and soil
Thailand and train 27,000 additional farmers by 2026.
pollution have negative impacts on human health and
natural ecosystems. Accumulation of GHG emissions in the The societal cost of water use is almost 3.5 times higher in
atmosphere leads to climate change which has impacts such the Central Plains compared to the Northeast of Thailand
as infrastructure damage due to extreme weather events, due to higher water stress. To reduce water use and methane
greater morbidity and mortality. emissions from the traditional continuously flooded rice
farming method, Olam is co-financing a five-year Thai Rice
Recognising the potential environmental impacts of fertiliser
Green Climate Fund (GCF) project1 which is expected to start
and pesticide use as well as the burning of rice residues, as
in 2024 in the Central Plains and benefit more than 250,000
part of the SRP-registered training programme, Olam
smallholder farmers.
provides training to farmers with the objective of changing
agricultural practices to reduce synthetic fertiliser and In the processing operations, while energy consumption
pesticide use on farms, and eliminate the burning of crop increased due to increase in rice production volumes over the
residues. Since 2018, more than 23,000 farmers in Northeast years, GHG emissions per metric tonne of rice produced
Thailand have been trained under the SRP programme. Since arising from energy consumption were reduced by 21% in
2022, Olam has steadily increased its purchase of rice from 2023. The decrease in GHG emission intensity is owing to the
farmers trained under the SRP programme. increase in operational efficiency due to improved production
planning.
Under the SRP programme, rice farmers in Thailand were
trained on timely applications of fertilisers and at optimum
rates based on calendarised crop cycles. In addition, farmers
were trained on methods to create customised fertiliser
formulations with specific proportions of nitrogen (N),
phosphorus (P) and potassium (K) nutrients based on the
needs of the crops and soil sample results, instead of
pre-blended fertilisers typically used by farmers. As a result
of timely and targeted fertilisation application methods, the
average annual societal costs of water pollution and GHG
emissions per metric tonne of rice due to fertiliser use were
estimated to be 36% lower for farmers trained under SRP
than conventional farmers in the region.
To reduce chemical pesticide use, farmers are trained on
integrated pest management (IPM), an ecosystem
management approach to deter pests while minimising
hazards to humans, animals, plants and the environment.
IPM combines preventive and curative pest control methods
including balanced nutrient application, mechanical control
(e.g. hand weeding), and use of biological control agents in
place of chemicals. Olam also ensures that farmers use
protective equipment at the time of pesticide application.
Per metric tonne of rice, average annual societal costs of air,
water and soil pollution, and GHG emissions due to pesticide
use were estimated to be 77% lower for farmers trained under
SRP than conventional farmers in the region.
1. Green Climate Fund to invest 38 million EUR to strengthen climate-smart rice farming in Thailand-Thai-German Cooperation (thai-german-cooperation.info).
The environmental and social impacts of Olam’s fertiliser The SROI was estimated by assessing the outcomes of the
use training programmes in Rice Vietnam and Thailand were fertiliser use training programme, i.e. positive impacts on the
assessed by estimating the Social Return on Investment environment as well as on livelihoods of farmers. Optimised
(SROI) of these programmes. SROI is a holistic value metric fertiliser use leads to a reduction in water pollution and
that enables 'decisions to take into account a broader definition GHG emissions as well as a reduction in farmers’ expense
of value than just financial impacts, where the effects on on fertilisers.
people and planets are valued and included in how we make
At the Reuters Events Sustainability Awards 2023, Olam’s
decisions, and where our activities can create the changes
sustainable rice initiative in Vietnam and Thailand was Highly
we need for a more sustainable planet and just society'1.
Commended in the Social Impact category2.
The SROI computed is 2.5:1, i.e. S$2.5 of social return on S$1
invested. In other words, 150% social return on investment.
The total number of rice farmers trained in Vietnam and
Thailand during 2018-2022 is about 35,000.
1. https://www.socialvalueint.org/guide-to-sroi
2. https://events.reutersevents.com/sustainable-business/responsible-business-awards/winners
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Social Return on Investment (SROI) Valuation Deadweight: A measure of the amount of outcome that
Approach notes and assumptions would have happened even if the activity had not taken
place, calculated as a percentage. The deadweight of 75%
SROI is a framework for measuring and accounting for a is estimated by comparing the year-on-year reduction in
much broader concept of value that is not currently captured fertiliser use across groups of farmers who had received the
in financial terms. SROI depicts how change is being created same number of years of training as at the end of each year.
by measuring social, environmental and economic outcomes By comparing fertiliser use in two consecutive years across
and uses monetary values to represent them. This enables farmers who received the same amount of training in each of
a ratio of benefits to costs to be calculated. those years (e.g. fertiliser use in 2022 by farmers who
We have computed the SROI using the Social Value received one year of training as of 2022 compared to fertiliser
International (SVI’s) Guide to SROI1. use in 2021 by farmers who also received one year of training
as of 2021), we are removing the impact of training; this
The Guide to SROI provides a clear framework for anyone year-on-year reduction in fertiliser use can be attributed to
interested in measuring, managing and accounting for social other factors (deadweight). For example, a downward
value or social impact. This Guide was originally written in 2009 year-on-year trend in fertiliser use can be seen from 2020
by the UK Cabinet Office. Updated in 2012 by Social Value to 2022 across farmers with one year of training, and
International (SVI), it is the result of consultation with practitioners, similarly, across farmers with two years of training and so
members, academics and others with an interest in social on.
and environmental value and impact measurement.
Displacement: Displacement is an assessment of how much
SROI = Present Value of Total Outcome ($)/Total of the outcome displaced other outcomes. Displacement is
Investments ($) not applicable as it is assumed that the outcomes of reduced
Where: fertiliser use are not displacing other outcomes such as an
increase in fertiliser use elsewhere as a result of the
Total Outcome ($) = Quantity x Proxy financial value* intervention.
x (1 - deadweight percent) x (1 - displacement percent)
x (1 - attribution percent) x (1 - drop-off percent) Attribution: Attribution per cent is not considered as the
* The proxy financial value is estimated using the Natural and Social Capital
results are attributed to all stakeholders who have partnered
Valuation Approach. on the select interventions, and impact is generated
collaboratively and collectively by all stakeholders that have
contributed monetarily.
Number of years of impact: We have assumed that the
impacts from fertiliser use training are seen in the same year
of the training and lasts for three years (including the year of
training), i.e. farmers may continue to use less fertiliser than
before the training for three years. This is derived by comparing
the annual fertiliser use among groups of farmers who have
been in the training programme between one to four years.
There is a downward trend in fertiliser use for groups of
farmers in their first to third year of training, after which
fertiliser use increases again for farmers in the fourth year.
Drop off: In future years, the amount of outcome is likely to
be less or, if the same, will be more likely to be influenced by
other factors, so attribution to the organisation is lower.
Drop-off is used to account for this and is only calculated for
outcomes that last more than one year. We have assumed
that the drop off is 33%, such that there is a linear decrease
in impact until the third year of training, and zero impact in
the fourth year of training.
1. https://www.socialvalueint.org/guide-to-sroi
Disclaimer: Olam’s Natural and Social Capital accounting analyses are not related to financial results or financial reporting. The analyses and insights are specific
to the selected operations and are based on the use of environmental economic estimates of non-monetary ecosystems, goods and services; they should not be used
outside the context of our analyses. All underlying methodologies are based on well-established databases and frameworks. However, as they depend on third-party
expert studies, all values are indicative estimations and are provided as ballpark estimates to inform debate in relation to the management and mitigation of Natural
and Social Capital impacts. Results from the Natural and Social Capital valuation analyses may be readjusted according to further methodological refinements.
1. We have used the mid-point of SCC recommended by Massachusetts Institute of Technology (Pindyck, R S. 2019, The social cost of carbon revisited).
2. We have used the shadow water pricing methodology from the Corporate Bonds Water Credit Risk Tool developed by GIZ/NCD/VfU (2015).
3. Environmental prices from CE Delft Environmental Prices Handbook EU28 Version (2015), corrected for inflation and purchase power parity.
4. https://teebweb.org/wp-content/uploads/2017/07/Trucost-Methodology-Report_TEEB-Rice-Study.pdf
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General information
This information is intended to help readers understand the basis of our financial reporting and analysis contained in this
Annual Report 2023.
For financial reporting purposes, the structure and segmentation of Olam Group’s operating groups and businesses are as
follows:
ofi Cocoa, coffee, dairy, nuts, Global Sourcing Segment-level Volume, Revenue,
spices EBIT, Adjusted EBIT, EBIT per MT,
Ingredients & Solutions
Invested Capital (IC), EBIT/IC
Olam Agri Grains and oilseeds, freight, Food & Feed - Origination Segment-level Volume, Revenue,
edible oils, integrated feed & Merchandising EBIT, EBIT per MT, Invested
and proteins, rice, specialty Capital (IC), EBIT/IC
Food & Feed - Processing
grains and seeds, cotton,
& Value-Added
wood products, rubber, risk
management services Fibre, Agri-industrials
& Ag Services
Remaining Olam Nupo Ventures, Mindsprint De-prioritised/Exiting Assets Segment-level Volume, Revenue,
Group and Olam Global Holdco EBIT, Invested Capital (IC),
Continuing/Gestating
(De-prioritised assets, continuing EBIT/IC
Businesses (including Mindsprint)
businesses and gestating assets,
including Rusmolco, Olam Palm Incubating Businesses
Gabon, Packaged Foods, (Nupo Ventures)
ARISE P&L)
Consolidated Volume, Revenue, EBIT, Invested
Olam Group Capital (IC), EBIT/IC, ROIC,
ROE, FCF from Operations
Definitions of key financial metrics Exceptional Items: One-off, non-recurring items, including
negative goodwill and related transaction costs, gain/loss
Sales Volume: Sale of goods in metric tonne (MT) equivalent.
on sale of assets/business, gain/loss on buyback of bonds,
There are no associated volumes for freight, Risk
impairment loss, finance charges on pre-payment of loans
Management Solutions and Mindsprint.
and non-recurring business restructuring expenses. Tax
Revenue: Sale of goods and services Income: Includes sale expenses associated with these items are also presented
of scrap materials, commissions and claims income and fair as Exceptional Items.
value gain on investments held for trading. Negative goodwill,
EBITDA: Earnings Before Interest, Tax, Depreciation
gain on sale of assets and other non-recurring, exceptional
and Amortisation (EBITDA) which includes minority interest
items which are part of Other Income in the audited
and excludes Exceptional Items.
consolidated financial statements, are classified as
Exceptional Items. EBIT: Earnings Before Interest and Tax, excludes
Exceptional Items.
Cost of Sales: Cost of goods sold, shipping and logistics,
commissions and claims expenses and the net measurement Adjusted EBIT: Earnings Before Interest and Tax, excludes
of derivative assets. Exceptional Items, and adjusted for amortisation of
acquired intangibles.
Selling, General and Administrative Expenses: Employee
benefit costs, manufacturing overheads, travel expenses PAT: Net profit after tax.
and other direct expenses.
PATMI: PAT less minority interest.
Other Operating Expenses: Unrealised foreign exchange
Operational PATMI: PATMI excluding Exceptional Items.
gain/loss and other expenses.
Net changes in fair value of biological assets: Records
changes in the fair value of agricultural produce growing
on bearer plants and livestock.
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Governance report
154 Governance at a glance
156 Meet the Board
162 Purposeful governance
170 Nomination and Remuneration
Committee
176 Board Risk Committee
178 Audit Committee
185 Capital and Investment
Committee
187 Corporate Responsibility and
Sustainability Committee
189 Managing stakeholder
relationships
Governance at a glance
The Group continues to comply with the Principles of the 2018 Code of Corporate Governance
(the “Code”) and purposefully apply the Provisions of the CG Code in the governance
framework of the Group.
The Board, Board Committees and the Management play a key role in ensuring the Group
complies with the Code and, in the process, continues to be governed purposefully for the
benefit of all its stakeholders.
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Our Board
Independent
Non-executive
Co-Founder and
Group CEO
1. Since Olam International Limited prior to the Scheme of Arrangement and till 31 December 2023
Chairman, Non-executive and Independent Director Executive Director, Co-Founder and Group CEO
Date of Appointment as Chairman: Date of Appointment as Director:
15 March 2022 26 August 2021
Date of last re-election: Date of last re-election:
25 April 2022 25 April 2023
Date of next re-election: Academic and Professional Qualification:
25 April 2024 • Postgraduate Degree in Business Management, Indian Institute of Management,
Academic and Professional Qualification: Ahmedabad, India
• Advanced Management Program, Harvard Business School, USA
• Degree (Honours) in Engineering, Queen Mary College, University of London, UK
• Master in Business Administration, Cranfield School of Management, UK Present Directorship (Listed Company):
Present Directorship (Listed Company): • Nil
• GDS Holdings Ltd (Director) Principal Commitments:
• GP Industries Ltd (Director) • Champions 12.3 (Co-Chair)
• Singapore Technologies Engineering Ltd (Director) • The Business Commission to tackle Inequality (BCTI) (Co-Chair)
Principal Commitments: • Policy Advisory Council for the Australian Centre for International Agricultural
Research (ACIAR) (Member)
• U Mobile Sdn Bhd (Director)
• Climate Impact Exchange (CIX) (Observer, CIX International Advisory Council)
Other Principal Commitments including Directorships for the last 5 years (past): • SMI Agribusiness task force (Member)
• ARA Trust Management (Cache) Limited (formerly known as ARA-CWT Trust • World Business Council for Sustainable Development (WBCSD)’s Imperatives
Management (Cache) Limited – trustee manager of Cache Logistics Trust) Advisory Board (Co-Chair)
• Commissioner to the High-Level Commission on Carbon Pricing and • JOil (S) Pte. Ltd. (Chairman)
Competitiveness by World Bank Group • Singapore Management University Board of Trustee (Member)
• STT GDC Pte. Ltd. • Carbon Solutions Holdings Pte. Ltd. (Chairman & Non-Executive Director)
• Virtus HoldCo Limited • Carbon Solutions Platform Pte. Ltd. (Chairman & Non-Executive Director)
• Singapore Technologies Telemedia Pte. Ltd. • Carbon Solutions Services Pte. Ltd. (Chairman & Non-Executive Director)
• STT Communications Ltd. • Carbon Solutions Investments Pte. Ltd. (Chairman & Non-Executive Director)
• STT Global Data Centres India Private Limited • ofi Group Limited (Director)
• Olam International Limited • Olam Agri Holdings Limited (Director)
Experience and Exposure: • Olam Global Agri Pte. Ltd. (Director)
Mr Lim Ah Doo has over 40 years of broad and in-depth experience in banking • Caraway Pte. Ltd. (Director)
and commerce. In banking, his past working experience includes an 18-year Other Principal Commitments including Directorships for the last 5 years (past):
career at Morgan Grenfell (1977 to 1995), during which he held several key • Chairman of World Business Council for Sustainable Development (WBCSD)
positions, including that of Chairman of Morgan Grenfell (Asia) Limited and led • Member of Emerging Stronger Task Force (EST), Government of Singapore
several landmark transactions. In commerce, he held the top executive position • Human Capital Leadership Institute Pte Ltd (Chairman)
at a major global-leading resource-based group, and has been director of • Olam International Limited (Director)
several large-sized public and private companies in and outside of Singapore. Experience and Exposure:
Mr Lim was previously the President and subsequently the Non-executive
Mr Sunny George Verghese started his career with Unilever in India before joining the
Vice Chairman of RGE Pte. Ltd. (formerly known as RGM International Pte Ltd).
Kewalram Chanrai Group in 1989. Mr Verghese was a director of Olam International
Mr Lim also chaired the Capital and Investment Committee of Olam Group
Limited prior to the Scheme of Arrangement that was completed on 15 March 2022
Limited, before it was dissolved on 1 January 2024, with its role and
with Olam Group Limited taking over the listing entity status on SGX-ST from Olam
responsibilities subsumed by the Board. Mr Lim was a director of Olam
International Limited as part of the Group Re-organisation. He co-founded Olam
International Limited since 2016 prior to the Scheme of Arrangement that was
when he was mandated by Kewalram Chanrai Group (KC Group) to build an
completed on 15 March 2022 with Olam Group Limited taking over the listing
agricultural products business for the KC Group. He has also previously been Chair
entity status on SGX-ST from Olam International Limited as part of the Group
of CitySpring Infrastructure Management Pte. Ltd, a listed Business Trust in
re-organisation.
Singapore and was also a Commissioner of the Business & Sustainable Development
Commission (BSDC). Mr Verghese has also held the role of Chairman of International
Enterprise Singapore and served on the Board of Trustees of the National University
of Singapore. He has won several awards including ‘Outstanding Chief Executive’ at
the Singapore Business Awards in 2007, ‘Ernst & Young Entrepreneur of the Year’ for
Singapore in 2008 and ‘Best CEO of the Year 2011’ at the Singapore Corporate
Awards. He was awarded the Public Service Medal by the Government of the
Republic of Singapore in 2010.
Key to board committee membership
Audit Committee1
Board Steering Committee 1. With effect from 1 January 2024, the Board Risk Committee was merged with the
Corporate Responsibility and Sustainability Committee2 Audit Committee to form the Audit and Risk Committee.
Nomination and Remuneration Committee 2. With effect from 1 January 2024, the Corporate Responsibility and Sustainability
Committee was renamed the Sustainability Committee.
Committee Chairman
3. With effect from 1 January 2024, the Capital and Investment Committee
was dissolved.
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Nihal Vijaya Devadas Kaviratne CBE (80) Yap Chee Keong (63)
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Non-executive Director
Date of Appointment as Director:
4 March 2024
Date of next re-election:
25 April 2024
Academic and Professional Qualification:
• Advanced Management Program, INSEAD Business School, Fontainebleau, France
• General Management Program, Harvard Business School, Massachusetts, USA
• B.A. Economics, The University of Tokyo, Japan
Present Directorship (Listed Company):
• Nil
Principal Commitments:
• Mitsubishi Corporation (Division Chief Operating Officer, Food Resources Division)
• MC Agri Alliance Ltd. (Director)
• MC Food Holdings Asia Pte. Ltd. (Managing Director)
• Premier Foods Holding Pte. Ltd. (Director)
• Lluvia Limited (Director)
• Aventine Limited (Director)
Other Principal Commitments including Directorships for the last 5 years (past):
• Kadoya Sesame Mills Incorporated
• Mitsubishi Corporation Life Sciences Limited
• Kewpie Malaysia Sdn. Bhd.
• Nissin Foods (U.S.A.) Co.,Inc.
• YSW & Co.,Ltd.
• Shandong Luling Fruit Juice Co., Ltd.
• Dan Kaffe (Malaysia) Sdn Bhd
• imperfect Inc.
• Indo Nissin Foods Private Ltd.
• Nissin Foods (Thailand) Co., Ltd
• PT. Nissin Foods Indonesia
• PT. MC Living Essentials Indonesia
• Oriental Coffee Alliance Sdn. Bhd.
• PT. Kaneka Foods Indonesia
• Ipanema Agricola S.A.
• Ipanema Comercial e Exportadora S.A.
• PT. MCdelica Food Indonesia
• PT. Kewpie Indonesia
• PT. Fast Retailing Indonesia
• Sesaco Corporation
• PT. Elleair International Manufacturing Indonesia
Experience and Exposure:
Mr Yuji Tsushima is currently the Division Chief Operating Officer (COO), Food
Resources Division of Mitsubishi Corporation (MC), a conglomerate listed on the
Tokyo Stock Exchange with JPY 13 trillion in market capitalisation. He joined MC in
1993 and has since held various managerial roles in MC in Tokyo as well as in its
overseas offices, including USA and Indonesia. With over 30 years of experience in
the global food and beverage industry, in his current role as Division COO,
Mr Tsushima oversees MC’s various food and beverage interests from agri-products
procurement, trading, processing to sales and marketing of consumer products.
Purposeful governance
The Group’s corporate governance framework is centred • Overseeing and reviewing the Group’s operational and
around Singapore’s 2018 Code of Corporate Governance financial performance;
(the “Code”). As a business, we strive to comply with the • Overseeing the process and framework for evaluating the
Code and its 13 principles. This Corporate Governance adequacy of internal controls, including financial, operational,
section of the Annual Report sets out how the Group’s compliance and information technology controls, as well
practices and processes meet with the Code’s provisions, as risk management systems, and satisfying itself that these
or any other variation thereof. processes and frameworks are adequate and effective;
Throughout this Corporate Governance report, each of the • Monitoring the Group’s compliance with such laws and
Code’s principles has been highlighted in the relevant sections regulations as may be relevant to the business, including
to demonstrate how the Group’s practices and processes the monitoring of the Group being at risk of becoming
relate to and satisfy the requirements of the Code. In addition, subject to, or violating, any Sanctions Law;
it includes cross-references to other sections within the • Assuming responsibility for corporate governance;
broader document and, where applicable, it explains actions • Setting the Group’s values and standards, and ensuring
taken by the Group to address any differences there may be that obligations and responsibilities to all stakeholders are
between its practices and the Code. understood and met at all times;
The following sections detail how Olam satisfies Principles 1, • Reviewing the performance of Group CEO and Senior
2 and 3 of the Code. Management and the compensation framework for the
Board and Senior Management;
Principle 1 • Reviewing and overseeing Board renewals and
The company is headed by an effective Board which is the succession plans for the Group CEO and
collectively responsible and works with management for the Senior Management;
long-term success of the company. • Overseeing and considering corporate responsibility and
sustainability issues, policies, standards and strategy in
Composition of the Board the context of the Company’s activities which may have an
Comprised of individuals with a diverse and complementary impact on climate, environmental and social issues; and
range of international business experience, core competencies • Identifying key stakeholder groups and considering their
and nationalities, the Group’s Board is equipped to discharge views and concerns.
its statutory and fiduciary duties effectively, both on an
individual and a collective basis. The Board performs a key Material matters
oversight role to ensure the Group delivers for all its stakeholders, As part of its statutory and fiduciary duties, the Board is
provides strong leadership to the business as a whole and required to review and approve material matters. The Board
offers sound guidance to the Senior Management Team. communicates any decision made on the material matters
The Company recognises the importance of having clearly in writing to the Board Committees, the Executive
independent directors on the Board – during the year under Committee and Senior Management Team. These material
review, and as was the case the previous year, more than matters include:
50% of the Group’s Board of Directors was deemed to be • The Group’s Re-organisation into three operating groups
independent, including the Chair. All Directors, regardless of – Olam Food Ingredients (ofi), Olam Agri and the
whether they are deemed independent or non-independent, remaining businesses of Olam (the Re-organisation Plan);
however, are expected to exercise independent and objective • Acquisitions, divestments, and capital expenditure
judgement for the benefit of the Group. In line with this, key exceeding the authority limits established under an internal
assessment criteria in the annual Board, peer and Chair policy adopted by the Board, while delegating authority
performance evaluation exercise include the ability of Directors for transactions below those limits to Board Committees,
to discharge their fiduciary responsibilities and duties in the the Executive Committee and Senior Management;
best interests of the Company at all times; their understanding • Capital planning and raising, annual budgets, debt
of the Company’s business and operations; and their ability refinancing, debt limit and gearing and updates to the
to discuss issues objectively with one another. Strategic Plan and Re-organisation;
Key functions of the Board • Key policy decision-making process and control;
These include: • Changes to capital, dividend distribution, issuance and
share buybacks and changes to shares and other securities;
• Providing entrepreneurial leadership, setting strategic • Matters considered not in the ordinary course of the
objectives and ensuring that the Group has the financial Group’s business; and
and human resources it needs to deliver its objectives –
• Any matter which the Board considers significant enough
as part of this, the Board regularly reviews the execution
to require its direct attention or would be critical to the
and implementation of the Group’s Re-organisation
proper functioning of Olam or its business.
and Strategic Plans;
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Information on Board and Board Committee membership and attendance at Board, Board Committees and
shareholders’ meetings for the year ended 31 December 2023
Membership Board AC5 BRC6 BSC7 CIC8 CRSC9 NRC AGM EGM
Chairman
Member
Audit Committee
Board Risk Committee
Board Steering Committee
Capital and Investment Committee
Corporate Responsibility and Sustainability Committee
Nomination and Remuneration Committee
AGM Annual General Meeting
EGM Extraordinary General Meeting
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The Board, pursuant to the Company’s Constitution, and the Following the establishment of separate boards for ofi and
Board Committees under their respective Terms of Reference, Olam Agri, the Board continues to perform an oversight role
may make decisions by way of written resolution by circulation. for the two operating groups.
Outside of the regular schedule, the Board receives briefings Strategy
and updates on developments and issues concerning the Longer-term and strategic issues that impact the business
Group’s business and activities from the key executives and and the risks and opportunities faced both by the Group and
the Senior Management Team throughout the year. To enable the wider industry were considered by the Directors during
the Directors to continue to develop and maintain a good Board meetings held throughout 2023. The Board had an
understanding of the Group’s business and operations, away day to review and consider the strategy deliverables of
external professional advisers, such as Board evaluation the Group as well as to draw up and agree on the forward
consultants, financial advisers, legal advisers and climate risk looking strategy and capital needs of the Group.
assessment analysts, can be invited to present and participate
Diversity and inclusion
at the relevant Board and Board Committee meetings.
Fostering a diverse and inclusive culture across the Group is
In addition to the above, there is a significant level of key to ensuring the long-term success of the Group.
Director engagement and participation in Board affairs and Management has set up Global inclusion, diversity and
in governing the Company that cannot be quantified. equity councils were formed within the operating group(s)
Director engagement outside of the regular meetings to accelerate and strengthen actions to build a more
typically involves engaging, either on an individual or a equitable organisation. Principles, targets and actions were
collective basis, with other members of the Board, the Group established and monitored by the council. A Board Diversity
CEO and Group CFO, the Chair, CEO and CFO of each Policy was also adopted by the Board since 2020 and
operating group as well as other members of the Senior revised in 2022 with specific targets for diversity set out.
Management Team and external advisers and consultants to Progress made towards meeting the Group’s gender
review and discuss the business, global developments and diversity and associated targets including 25% of women
industry trends so that they are able to gain deeper insights representation on the Board by 2025 and 30% by 2030
into the Group’s operations and industry. was reviewed by the Board. The meeting of the targets run
in parallel with the execution of the Re-organisation Plan,
Time is also set aside by the Directors to receive updates from
which could therefore impact the timing of when these
individual business units and functions across the Company.
targets are due to be met.
Not only does this further the Directors’ understanding of
the Group’s business and operations but it also helps foster Sustainability
collaboration and engagement between the Board and key Sustainability has been vital to the Group, and is
executives and management. recognised by the Board as being a key enabler of the
Group’s Strategic Plan that is centred around delivering
Key highlights of the Board’s activities in 2023 for all stakeholders: our customers, our people, our suppliers,
Re-organisation our investors and the communities and environment in
The year under review saw further progress made regarding which we operate. Over the course of the year, the Board
the Group’s Re-organisation Plan. This is focused on separating regularly monitored and reviewed the Group’s sustainability
the business into three operating groups – ofi, Olam Agri goals and milestones.
and Remaining Olam Group (OGL) – to highlight the
Succession planning
inherent value embedded within the Group and allow each
Strategic succession planning plays a key role in ensuring
of the three operating groups to forge their own long-term
that the Board continues to have the necessary skillset,
independent growth pathways.
expertise and experience to provide leadership to the Group.
Key milestones achieved that required the oversight and With two Non-executive Directors set to retire from the Board
involvement of the Board and Board Committees during the in 2025 following the expiration of their respective nine-year
year include: service limits, work has commenced on sourcing candidates
with the required complementary skillsets, with a particular
• Progress the Re-organisation Plan by exploring and
focus on those who would at the same time contribute
announcing the plans to list Olam Agri on the mainboard
towards the Group’s gender diversity targets.
of the SGX with a concurrent listing on the Saudi Exchange
of the Kingdom of Saudi Arabia, making it the first of a Geopolitical/macroeconomic backdrop
global company in Saudi Arabia, subject to receiving all Geopolitical conflicts, high global inflation and interest rates,
requisite approvals, and the prevailing market conditions. commodity prices were all macroeconomic and geopolitical
• Establish the Olam Agri independent Board following the issues that were considered by the Board during the year
formation of the ofi independent Board along with how they impact the Group and its operations.
• Delivering on an improved performance for H2 2023
Induction and orientation of Directors
against H2 2022.
A comprehensive and structured onboarding process is in
place to enable new Directors to work and contribute to the
Board’s discussions more effectively. Newly appointed
Directors, both at Group and main subsidiary levels, undergo
a tailored induction programme, which includes briefings by
the Group CEO, CEO ofi, CEO Olam Agri, the Group CFO
and other Heads of functions including Human Resources,
Comprehensive and Tailored Programme Internal Audit, Risk and Business Unit Heads. The onboarding
for Newly Appointed Directors process also includes (where possible) site visits to the
Group’s operations around the world to help deepen newly
appointed Directors’ understanding of the Group’s range of
business activities.
Clear terms and vital information provided
Step 1
Any newly appointed Director who does not have any prior
Newly appointed Directors are issued with: experience as a Director of a Singapore listed-company must
undergo the mandatory training conducted by an approved
• an appointment letter; and
provider prescribed by SGX-ST.
• an appointment pack which outlines their Board
and Board Committee membership details and Directors’ training and development
term of office, fees payable, fiduciary duty and Members of the Board are encouraged to pursue continual
legal obligations of a director, other vital professional development during the term of their
information regarding their appointment appointment. To assist with this, each year the Group
and on the Company. allocates a budget specifically for Directors’ training and
professional development. The Board Secretariat is available
to help the Directors with their ongoing professional
development. This can include arranging meetings/visits with
Orientation and induction Group business and country teams so that the Directors are
Step 2
The Board Secretariat facilitates the induction able to keep up to date with developments, and also to
programme for newly appointed Directors provide Board members with updates on changes to laws
comprising: and regulations, such as the Listing Rules of the SGX-ST,
the Code, the Companies Act and requirements on directors’
• initial engagement session with the Director; duties and responsibilities.
• customisation of the programme based on the
Director’s profile; Principle 2
• meeting with the Group CFO, Global Head The Board has an appropriate level of independence and
of Internal Audit, Global Head of diversity of thought and background in its composition to
Corporate Responsibility and Sustainability, enable it to make decisions in the best interests of
Business Heads; the company.
• scheduling briefings by various key trainers on
Board composition and size
matters of Board responsibilities; governance,
fiduciary duties, risk management, safety and Current Board membership is made up of individuals with
health, sustainability, financial reporting and extensive experience and expertise across a wide range of
the businesses of the Company; business areas. The combined experience and
complementary skillsets of the members, along with the size
• briefings by the Board Chairman and Chairs of
of the Board, fosters informed, robust and constructive
Board Committees;
discussions, both inside and outside of meetings, on matters
• an overview of the business, industry, trends
of policy, strategy, performance and also geopolitical and
and operations with the Group CEO, CEO-ofi;
macroeconomic issues. For more information on each Director
and
please refer to the Board of Directors section of this report.
• visits to the Group’s key operations.
Agri Experience 9
Sustainability Training
All newly appointed Directors are required Strategy & Transformation 15
to attend a Director Training as well as
Investment / M&A 15
sustainability training, prescribed under
the Listing Rules of the SGX-ST.
Digital / Information Technology 3
Risk Management 13
Secretarial Office
All newly appointed Directors are further assisted Corporate Responsibility / Sustainability 10
by the Board Secretariat to enable them to
Governance / Public Policy 10
appropriately discharge their statutory and
fiduciary duties.
Marketing / Sales 6
Legal / Law
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Africa 10
Asia 24
Middle East 7
Europe 21
The Board currently consists of 10 members, the same number making. During the year, the NRC continued to monitor the
as in 2022. Six of these are Independent Non-executive Board size, composition, tenure and re-election schedule of
Directors, including the Board Chair. Over half of the Board the Board.
is therefore comprised of Independent Non-executive Board diversity
Directors. The remaining four members include three
The Board believes that to deliver sustainable growth over
Non-independent Non-executive Directors and one Executive
the long term, it is necessary to foster a diverse and inclusive
Director – the Group CEO. culture across the Group. This includes at the Board level.
The NRC periodically reviews the composition, dynamics, Ensuring a blend of expertise and experience that covers
culture and size of the Board to ensure it remains an effective a diverse range of skills, industry experience, geographic
exposure, training, race, ethnicity, gender and nationality,
and high-performing forum for discussion and decision-
Gender parity among Board of Diversity of our Board members to All Directors shall be aware of
Directors with intermediate targets of reflect our broad operational footprint fundamental ESG themes, principles
25% and 30% female representation across multiple regions and continents. and concerns, and of Olam Group’s
on the Board by 2025 and 2030 ESG framework and targets. At least
respectively. one Director shall have proven expertise
in environmental and social issues.
Progress
Currently there is one female Director The NRC, along with the Board, regularly The range of skills and experience on
on the Board. With the ongoing Group reviews the skills and expertise required the Board along with the management
re-organisation, the specific skillset and in relation to the effective implementation team provides the Company with the
experience sought as well as the of the Group’s strategy. Collectively, leadership to execute on the strategic
constraint of the available pool of the Board has the following experience plan, deliver on the results, identify
Directors, female representation on the and expertise: experience in public-listed opportunities and navigate through
Board is expected to remain at a level companies, Agri and working in Africa, rapid changes in regulations and
of 10-20% in the short to medium term. Asia, Middle East, Europe, North/ South complex challenges including all
However, the NRC, in reviewing Board America and Australia & New Zealand; matters relating to ESG.
composition and succession, has and expertise in Strategy & Transformation,
ensured that gender diversity is a Investment / M&A, Digital / Information
criteria in potential candidates’ Technology, Human Resources /
searches, both through internal Organisation, Risk Management,
sources, recommendations and search Governance / Public Policy, Marketing /
firms. This has been reflected in the Sales, Audit / Accounting / Finance. In
independent Boards of ofi and Olam terms of race and ethnicity, the Board
Agri, both of which have at least 40% includes ethnic Chinese, ethnic Indian,
female representation. East Asian and Caucasian.
better equips the Board to understand the overall strategy of As is the case for all employees, Directors are expected to
the Company, provide leadership to the Group and also adhere to the Company’s Code of Conduct (CoC).
guidance to the Senior Management Team. Directors are therefore expected to disclose to the Board
any personal interests that could inappropriately influence
In line with the above, in 2022, the Board approved the
his or her judgement when acting on behalf of the Company.
amendments to the Board Diversity Policy (the “Policy”)
The details of any potential conflicts of interest should be
which takes into account areas such as gender and ethnicity
disclosed to the Board at the earliest possible opportunity.
in addition to skillsets and experience. The Board has
Should the Director wish to engage or continue with an
delegated to the NRC the role of overseeing the
activity that represents a potential conflict of interest,
implementation of the Policy, and the monitoring of progress
explicit written approval may be required as stipulated by
made towards achieving the targets set under the Policy.
the Company’s CoC.
Succession planning, in which the NRC plays a key role,
provides an opportunity to make meaningful progress Following the results of the NRC review, the Board has
towards achieving the targets set and, in the process, fully determined that, with the exception of the three Non-executive
capturing the benefits of having a diverse membership. Directors and the Executive Director, the remaining six
Directors are to be considered independent.
Independent Non-executive Directors
The Board recognises the important role Independent Ongoing renewal of the Board
Non-executive Directors play. By providing unbiased and A policy on the tenure of Directors has been in place since
independent views, advice and judgement, they help 2013 to promote the ongoing renewal of the membership of
safeguard the interests of all stakeholders: customers; the Board so that it continues to be an effective forum for
employees; suppliers; shareholders / other capital providers discussion and decision-making. This involves the gradual
and the communities the Group has a presence in. retirement of Independent Non-executive Directors, who have
Independent Non-executive Directors also play a key role in served on the Board for 9 years, at each subsequent AGM.
corporate accountability. In accordance with the above,
For all newly appointed Independent Non-executive
since 2013, the number of Executive Directors on the Board
Directors, the term of office is made up of two terms of
has been limited to two so that there is a greater proportion
three years each. An additional term of three years is also
of independent representation. Currently, only one Executive
available at the sole discretion of the Board. Regardless
Director, the Group CEO, sits on the Board.
of length of tenure, all Directors, including Executive,
On an annual basis, the NRC reviews the independence of Non-executive and Independent, are subject to an annual
each Director in line with the Code’s definition of an evaluation. Independent Non-executive Directors may be
Independent Director and guidance regarding any retired by the Board prior to the completion of their term of
relationships that may cause a Director to be deemed office after reviewing the recommendation of the NRC.
non-independent. A Director is considered to be independent
if he/she has no familial or commercial relationship with the Principle 3
Group or its officers, its related corporations and substantial There is a clear division of responsibilities between the
shareholders of the Company that could interfere, or be leadership of the Board and management, and no one
reasonably perceived to interfere, with the exercise of his or individual has unfettered powers of decision-making.
her independent business judgement in the best interests
of the Company.
Chair and Group CEO
The roles of Chair and Group CEO are separate and held by
The NRC’s determination takes into account the confirmation different individuals:
of independence that each Independent Director completes
annually. This requires each Independent Director to • Lim Ah Doo is Chair and Independent Non-executive
assess their independence robustly by examining the Director of the Company;
existence of any relationships or dealings that may • Sunny George Verghese is Group CEO.
compromise their independence. Pursuant to Rule 210(d)(iv)
Lim Ah Doo is not related to either the Group CEO or any
of the SGX-ST Listing Manual, any Director who has served
other members of the Senior Management Team.
on the Board for more than nine years will no longer be
Furthermore, a clear division of responsibility has been
considered independent.
established between the Chair and Group CEO to ensure an
appropriate balance of power and authority is maintained
within the Company:
• The Chair is responsible for the governance process and
for ensuring the effectiveness of the Board and Board
Committees; and
• The Group CEO heads the Senior Management Team and
has overall responsibility for the Company’s operations
and effectiveness. The Group CEO is accountable to the
Board for the Group’s business and financial performance
and for the decisions and actions taken.
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The Chair and Group CEO work closely together on matters Openness and transparency
due to be tabled at Board meetings as well as those matters The Board has adopted a policy of openness and
that arise from Board meetings. The Chair and Group CEO transparency in the conduct of the Company’s affairs while
also work together to ensure that, ahead of meetings, Board at the same time ensuring the commercial interests of the
members receive information that is accurate and clear. At Company are safeguarded.
Board meetings, the Chair allocates sufficient time to enable
the Board to hold robust and open discussions and to review The Company’s financial results are announced as
the matters tabled fully. Following Board meetings, the prescribed by the SGX-ST and media and analyst meetings
Chair, together with the Group CEO and the Company are held concurrently. Financial results and other price-
Secretary, monitors the translation of the Board’s decisions, sensitive information are disseminated to shareholders
requests and recommendations into executive action. via SGXNET to the SGX-ST, via press releases, on the
Company’s website (olamgroup.com) and through media
Over the course of the year, the Chair frequently discussed and analyst briefings.
with the Group CEO topics such as the progress of the
Re-organisation Plan, the Company’s strategic and The Group’s Investor Relations function also plays a key
succession plans, Group developments, business performance, role in keeping investors informed of material corporate
governance, compensation structure and policy. developments without prejudicing the business interests of
the Company.
The Chair also presides over Non-executive Directors’
discussions on an as and when required basis. Role of the Company Secretary
In addition, the Chair is responsible for constructive The Company Secretary supports the Board on corporate
communication and engagement with shareholders, both governance matters and monitors overall compliance with
during and outside of general meetings. In line with this, the laws and regulations that are relevant to and adhered to
the Chair may direct members of the Board to participate by the Group.
in briefings and meetings with other stakeholders to explain The Company Secretary also facilitates the effective
publicly available information that is deemed to be material. functioning of the Board and Board Committees in
Access to information and accountability accordance with their Terms of Reference and best practice.
In terms of Board / Board Committee meetings:
The Directors require access to accurate and clear
information to enable them to contribute effectively at Board • Meetings schedules – the Company Secretary schedules
meetings and to aid the decision-making process. The Chairs Board / Board Committee meetings at least a year
of the Board and Board Committees therefore meet with in advance;
Senior Management ahead of meetings to identify the salient • Pre-meetings – the Company Secretary works closely
matters and issues to be discussed, review the contents of with the Board Chair and the Chairs of the Board
the meeting materials and set the meeting agenda. Committees as well as with key executives of the
Company to manage the agenda and the timely delivery
The agenda for each Board and Board Committee meeting,
of the relevant materials to the Directors; and
along with all Board papers, related documents and
background materials, including any additional requests for • Post-meetings – the Company Secretary pursues and
clarification, details and information, are all made available manages follow-up actions and reports on matters that
to the Directors ahead of each meeting. arose during the meetings.
During Board / Board Committee meetings, Directors are The Company Secretary also assists the Board Chair with
briefed and updated on ongoing programmes and projects, the development of the Board and its processes including
including but not limited to the Re-organisation and Strategic evaluation, induction and training. In line with this, the
Plans, the performance of investments, the status of Company Secretary’s office works with the Board Chair and
divestments, the Annual Refinancing Plan, budgets and the newly appointed Directors to organise appointment letters
capital structure. Members of the management team are and information packs, as well as tailored induction plans
invited to attend Board / Board Committee meetings to for the new Directors.
provide additional insights into the matters tabled for Additionally, the Company Secretary has responsibility for
deliberation. When required, Global Heads of Business Units ensuring the Company complies with the Listing Rules of
(BU) are also invited to attend to update the Board on the SGX-ST and for facilitating the convening of general
platform-wide performance and plans. Where necessary, meetings and the Company’s interaction with shareholders.
the Directors and Board Committees may seek independent
professional advice, paid for by the Company. Boards today are required to provide leadership amidst the
breadth and complexities of the macro-economics and the
The Board has separate and independent access to the operating environment today. Directors may therefore
Senior Management Team and the Company Secretary at all require professional advice and input, at the Company’s
times. Over the course of the year under review, Non- expense, to make informed decisions on matters requiring
executive Directors met with Senior Management Team their decision. The Company Secretary facilitates such
independently to be briefed on various issues. requirement by Directors, either individually or collectively.
All Directors have separate and independent access to the
Company Secretary. The appointment and removal of the
Company Secretary is subject to the approval of the Board.
Purpose
The NRC assists the Board in its oversight of the overall
governance, which included the appointment and
reappointment of Directors, Board and management Through its oversight role, the Committee
succession planning, performance reviews, leadership and and its members help ensure that the Group
management development, and Board and management has a Board and senior management team
compensation policies. In discharging its responsibilities,
that continue to provide the business with the
the Committee considers all relevant matters including the
current businesses, each operating group’s Strategic Plan, leadership required to execute its strategy
the Re-organisation Plan and the critical issues and and in the process achieve its objectives.
challenges that the Group is expected to be confronted
with in the future.
Terms of Reference
The NRC is guided by its written Terms of Reference which Lim Ah Doo
sets out in detail the Committee’s scope of work and NRC Chair
responsibilities. In addition to the oversight roles listed above,
the Committee’s Terms of Reference covers Board evaluation, The Company is committed to recruiting and retaining a
Board Committee matters, the nominating process, diversity Board with the suitable mix of competencies, knowledge,
and inclusivity and disclosures. During the year, the skills and attributes that are necessary to provide leadership
Committee members reviewed the NRC’s Terms of Reference. to the Group as a whole. In line with this, the NRC assists the
No changes were deemed necessary. The Committee’s Terms Board in ensuring the integrity of its independence when
of Reference has been approved by the Board. discharging its corporate governance and oversight
responsibilities. Matters on which the NRC advises the full
Principle 4 Board include, but are not limited to:
The Board has a formal and transparent process for the
appointment and re-appointment of directors, taking into • Board – size, membership, organisation and function; and
account the need for progressive renewal of the Board. • Board Committees – structure, size and membership.
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New appointments, selection and At the Group’s 2024 AGM, Mr Nihal Vijaya Devadas Kaviratne
re-nomination of Directors CBE will retire from the Board having come to the end of the
nine-year tenure as prescribed by the Listing Rules of the
Having Directors with the right range of skills, knowledge and
SGX-ST for Independent Directors. There are no plans currently
experience is vital for the effective governance of the Group.
to replace Mr Kaviratne on the Board. As a result, the
The NRC assists the Board in ensuring that the Board is
membership of the Board will reduce to nine from ten
comprised of individuals whose background, skills, experience
previously. The NRC carried out a review of the composition
and personal qualities enhance the effectiveness of the
and size of the Board and Board Committees. The review
Board today and also meets the needs of tomorrow. The
concluded that nine Board members is an adequate size for
Committee’s responsibilities include determining the Board
the Board to discharge its responsibilities effectively.
and Board Committees composition, and sourcing, identifying
and evaluating suitable Board candidates. Succession planning
The NRC has responsibility for reviewing and proposing the The NRC is responsible for reviewing the succession plans that
selection, appointment and re-nomination of Directors – are in place both for the Board and for key positions within the
when considering the composition and functioning of the Group, including the Group CEO and Senior Management Team.
Board, the Committee takes into account the importance and With regards to Board succession planning and composition,
benefits of diversity. To assist it in this task, the NRC has the NRC considers a number of factors, including, but not limited
access to external search consultants and resources to help to, the nine-year tenure prescribed by the Listing Rules of the
identify potential candidates. Board members may also make SGX-ST for Independent Directors; the Group’s Re-organisation
recommendations to the NRC. Shortlisted candidates are then and Strategic Plans; the business environment; and ongoing
met by the Board Chairman prior to being put forward by the challenges and issues faced. The targets from the Board
NRC, for approval by the Board. Diversity Policy are also key factors considered for succession
Criteria considered by the NRC when identifying and planning and no candidate for Board membership is excluded
evaluating potential Board candidates include the following: on grounds of gender, race, ethnicity, and nationality.
• The scope and nature of the Company’s operations and The NRC seeks to maintain a list of suitable and qualified
business requirements; candidates for membership of the Board through
• Knowledge and experience in areas of value to the Group, recommendations by reputable third parties and organisations.
including but not limited to accounting or finance, banking, With two Independent Non-executive Directors set to retire from
business or management, investment, industry knowledge, the Board in 2025 following the expiration of their respective
supply chain, strategic planning, customer-based experience nine-year tenure, the NRC has commenced on sourcing
or knowledge, environment and sustainability, legal, candidates with the required complementary skillsets, with a
digital, retail, infrastructure and geographical exposure; particular focus on those who would at the same time contribute
• Aptitude or experience to understand fully the fiduciary towards the Board’s gender diversity targets. The Group uses
duties of a director and the governance processes of external partners to identify and screen potential candidates.
a publicly listed company; With the Group’s Re-organisation Plan ongoing, the NRC
• Independence of mind; performs an oversight role in relation to succession planning
• Competencies and how he/she could meet the needs of at the Company’s two operating groups – Olam Agri and ofi.
the Company and simultaneously complement the skillset The respective NRCs for each of the operating groups is
of other Board members; responsible for overseeing succession planning for their
• Experience and track record in multinational companies; respective operating groups. The Group NRC’s monitoring role
• Ability to commit time and effort to discharging his/her is in line with its remit to ensure both Olam Agri and ofi have
responsibilities as a director; the correct organisational structure and processes in place,
as well as the full suite of functionality.
• Reputation and integrity; and
• Diversity in gender and ethnic. Principle 5
The Board undertakes a formal annual assessment of its
Retirement and re-election
effectiveness as a whole, and that of each of its Board
All Directors submit themselves for retirement and re-election committees and individual directors.
at least once every three years. In accordance with Regulation
107 of the Constitution of the Company, one third of Directors Assessing the effectiveness of the Board
retire from office at the Company’s AGM every year. Retiring The Board has in place a set of criteria which is used to assess
Directors are eligible for re-election at the AGM. The Group the effectiveness of the Board as a whole. These criteria, which
CEO is also a Director of the Company and is therefore are based on the recommendations of the NRC, cover a total
subject to the same requirement to retire. Furthermore, the of 49 assessment areas and fall under 12 sections. They
Company’s Constitution also stipulates that newly appointed include, but are not limited to, the Board’s composition, its
Directors must submit themselves for re-election at the AGM leadership, processes, strategy and implementation, risk and
following their appointment (unless such an appointment was crisis management, effectiveness of Board Committees and
voted upon by shareholders at a general meeting). stakeholder management.
At the Group’s second AGM, which was held on 25 April 2023, Individual Directors, including the Board Chair, are assessed
three Directors – Ms Marie Elaine Teo, Mr Yap Chee Keong on an ‘exception’ basis on criteria such as individual
and Mr Sunny George Verghese – retired and were contribution, involvement, conduct of and at meetings,
subsequently re-elected pursuant to Regulation 107 of the execution of agreed matters, interaction with the Board,
Company’s Constitution. industry and functional expertise.
Each year, the NRC oversees an evaluation of the membership, Board Committee membership(s), Chairmanships
effectiveness of the Board. The evaluation, which is undertaken and attendance fees. Remuneration is benchmarked against
by an independent third party, takes a holistic view and peer companies.
considers both the Board’s strengths as well as any areas that
The existing framework governing remuneration, which was
can be improved. It also considers areas such as whether the
adopted by the Board on the recommendation of the NRC,
Board has spent sufficient time discussing strategic matters
seeks to provide an equitable and adequate remuneration for
during the year. The evaluation is a detailed process and once
Non-executive Directors, taking into account:
completed the NRC discusses the results, comments and any
recommendations made. The Committee then makes its own • The responsibilities and average amount of time spent by
recommendations for consideration by the Board. Directors at Board and Board Committee meetings;
During the year, Nasdaq Boardvantage Board evaluation • Their discussions beyond formal meetings and separate
platform was used to conduct an independent Board discussions with management, external advisors and
evaluation exercise. The end to end process was facilitated consultants; and
using the Nasdaq Boardvantage platform to ensure • The review of materials in the discharge of their responsibilities.
confidentiality and fairness in the collation of ratings and A table detailing fees payable to the Non-executive Directors of
feedback. The results of the exercise were reviewed by the the Company is set out on of this report. Fees are paid to Non-
NRC and tabled at the Board meeting for discussion. Areas of executive Directors in arrears on a quarterly basis for the current
weakness and opportunities were discussed; next steps were financial year following shareholder approval at the AGM.
agreed for monitoring by the NRC.
Directors’ fees paid in FY2023
Membership of other boards
The aggregate fees paid to the Non-executive Directors of the
When assessing the performance of Directors, the NRC considers Company for the financial year ended 31 December 2023
each Director’s board memberships and commitments outside amounted to S$2,384,667.07 (excluding fees paid to a Director
of the Company and whether sufficient time and attention for his/her directorship with a subsidiary of the Company and
has been given by the individual to the Group’s affairs. The NRC car-related benefits for Chairman). The overall level of fees
does not impose a limit on the number of board representations paid is lower than the sum of S$3,000,000 that was approved
a Director holds due to the Directors demonstrating their for payment as Directors’ fees during the year under review.
commitment and effectiveness in discharging their duties and Of the regular aggregate fees paid to Non-Executive Directors
responsibilities and also their avoiding actual or potential during the year, S$500,388 was paid out in the form of shares
conflicts of interest caused by serving on other boards. in the Company under the OG Share Grant Plan.
Key information regarding the members of the Board is A breakdown of the fees paid to the Company’s Non-executive
disclosed in the Board of Directors section of this report on Directors for the year ended 31 December 2023 is set out in
pages 156 to 161. These pages detail the Directors’ academic the following table. Details of the compensation of Directors
and professional qualifications, the Board Committees they for FY2023 and FY2022 are also provided in Note 32 of the
serve on, either as a member or as a Chair, the date of financial section within this report.
their first appointment as a Director, date of their last
FY2023
re-election/re-appointment, current directorships in other Name S$
listed companies, principal commitments and their experience
Non-Executive Directors
and exposure. Information relating to Directors’ shareholdings
and interests in Olam is disclosed in the Directors’ Statement Lim Ah Doo1 698,985.21
of the financials section of to this Report. Nihal Vijaya Devadas Kaviratne CBE 205,000.00
Yap Chee Keong 239,000.00
Principle 6 Marie Elaine Teo 229,700.00
The Board has a formal and transparent procedure for Kazuo Ito 68,192.32
developing policies on director and executive remuneration,
Hideyuki Hori 207,068.69
and for fixing the remuneration packages of individual
Nagi Hamiyeh 151,500.00
directors and key management personnel. No director is
involved in deciding his or her own remuneration. Joerg Wolfgang Wolle (Dr) 187,000.00
Ajai Puri (Dr) 264,000.00
Principle 7 Shuji Kobayashi 153,706.06
The level and structure of remuneration of the Board and key NRC Co-opted member
management personnel are appropriate and proportionate to Chan Wai Ching2 28,000.00
the sustained performance and value creation of the company,
Directorship on Subsidiary
taking into account the strategic objectives of the company.
Nihal Vijaya Devadas Kaviratne CBE3 75,000.00
Principle 8
The aforementioned fees paid out quarterly in arrears were based on the fees’
The company is transparent on its remuneration policies, framework set out on in this report. Details of the compensation of directors and
level and mix of remuneration, the procedure for setting key management personnel for FY2023 and FY2022 may be referred to in Note
remuneration, and the relationships between remuneration, 32 of the Financial Report.
performance and value creation. 1. The fees paid included fixed fee as Chairman (S$600,000), pro-rated fees as
Chairman of the Board Steering Committee (S$51,500) and related
attendance fee and car-related benefits (S$47,485.21).
Remuneration policy for Non-executive Directors 2. Co-opted member on the NRC. Ms Chan Wai Ching is not a director.
Remuneration for the Group’s Non-executive Directors is 3. Fees paid as Independent and Non-Executive Chairman of Caraway
comprised of a base fee that takes into account Board Pte. Ltd., a 75:25 joint venture subsidiary of the Company.
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Proposed Directors’ fees for FY2024 Subject to shareholder approval at the AGM, it is intended
For the year ending 31 December 2024, aggregate Directors’ that the equity component of Non-executive Director
fees of up to S$2,700,000 have been recommended for remuneration is paid out after the issue of each full year’s
shareholder approval at the Company’s third AGM. This total financial results. The actual number of shares to be awarded
is based on the Directors’ fees framework and includes an to each Non-executive Director holding office at the time of
additional provision of approximately 30% for developments payment will be determined by reference to the volume
that may occur during the year ending 31 December 2024 weighted average price of Olam shares listed on the SGX-ST
that would be deemed over and above the normal course of over the 10 trading days following the date of the
business for the Directors during the year. Examples of announcement by the Company of its unaudited full year
developments that could fall under the provision include the financial statements for FY2024. The number of shares to be
appointment of new Directors, additional meetings of the awarded will be rounded down to the nearest hundred and
Board and Board Committees and Board offsites, any residual balance will be settled in cash.
the formation of ad-hoc and/or new Board Committees, and Non-executive Directors who receive equity in the Company
the co-opting of members to the Board Committees. as part of their total remuneration are expected to hold
Approximately 30% of the total remuneration of Non-executive Olam shares of a value equivalent to approximately one
Directors (excluding certain Non-executive Directors who, year’s basic retainer during their Board tenure. In the event
under their separate arrangements with their employers, a Non-executive Director leaves the Company prior to the
do not retain their Directors’ fees), will be payable in the acquisition or transfer of the shares, the Director’s fees due
form of equity in the Company. This is designed to align the will be paid in cash.
interests of Directors with those of shareholders. In line with Remuneration policy for Executive Directors
this, Non-executive Directors would receive approximately
and other key executives
70% of their total Director’s fees in cash with the remaining
balance received in the form of Olam Group shares. The Group’s guiding framework for remuneration policy for
key executive positions is centred around attracting,
Nature of appointment S$
motivating and retaining highly talented individuals.
Board of Directors
Under the guiding framework, not only is individual
Chairman (Fixed fee)1 600,000
performance rewarded but also the attainment of the
Base fee (Deputy Chairman) 130,000 Company’s strategic objectives. These are aligned with the
Base fee (Member) 70,000 interests of all the Group’s stakeholders and include both
Lead Independent Director 25,000 financial and non-financial objectives. For example,
Audit and Risk Committee sustainability has, for many years, formed part of all three
Sustainability Committee of the Group’s Key Performance Indicators (KPI) for key
Nomination and Remuneration Committee executives – financial, operations, strategic – reflecting how
value creation for the Group goes beyond just shareholders
Chairman’s fee 50,000
to cover all stakeholders, including the communities in which
Member’s fee 25,000 the Company operates in.
1. Chairman would be paid fixed fee, Chairman’s fees and attendance fees
for Board Steering Committee As well as Group and individual performance, the NRC takes
into account relevant comparative remuneration in the
Attendance fee Board Committee marketplace when reviewing compensation and therefore the
Home city meeting Committee endeavours to maintain an awareness of pay
< 4 hours round trip travel time 3,000 1,500 and practices at peer companies. To stay competitive in the
In-region meeting marketplace, the Company aims to benchmark executives’
Between 4 to 15 hours round trip compensation with that of similar performing companies.
travel time 5,000 2,500 The target is to remain in the top 25 percentile, taking into
Out-of-region meeting consideration the individual’s performance, qualifications
> 15 hours round trip travel time 10,000 5,000 and experience. In addition, the Company has adopted a
Conference call 600 400 performance-based remuneration system that is flexible and
responsive to the market. Where possible, any resulting
Odd hours 1,200 750
increase in pay following a peer group analysis will be linked
Attendance fee – Board Offsite
to actual performance.
Home city meeting
< 4 hours round trip travel time 6,000
In-region meeting
Between 4 to 15 hours round trip
travel time 10,000
Out-of-region meeting
> 15 hours round trip travel time 20,000
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Level and mix of remuneration of Executive Director for the year ended 31 December 2023
Salary Variable or
(including employer performance related Shares held
Remuneration band provident fund) income/bonuses Benefits in kind Total in trust
S$8,000,000 to 8,250,000
Sunny George Verghese 15% 82% 3% 100% 2,528,4681
1. The trust was set up to satisfy the unvested RSA and that unvested shares of the Company under the RSA was fully issued and/or transferred by Olam
International Limited to the trustee prior to the Scheme of Arrangement to hold under the trust. These shares will be released by the trustee to Mr Sunny Verghese
in accordance with the original vesting schedule of the RSA, and subject to the same conditions for vesting as provided in the RSA and under the OSGP.
Re-organisation Project Incentive reviewed and approved by the NRC. The review will be based
A Project Incentive for identified senior employees of the on the criteria and parameters that have been previously
Group who have contributed substantially towards the approved by the NRC in respect of each liquidity event, save
Re-organisation Plan has previously been approved by the in limited circumstances where the NRC may make an earlier
NRC and the Board. The Project Incentive is in recognition for determination of any amount due to a relevant employee.
the additional work these individuals have undertaken in Payments made under the Project Incentive are generally
support of the Re-organisation Plan over and above their pegged to a percentage of the relevant employees’ annual
existing responsibilities during FY2019, FY2020 and FY2021. base salaries.
The Project Incentive is a cash incentive intended to Key activities of the NRC during the year
encourage focus, efforts and actions to execute the strategic
During the year under review, the NRC assisted with the
pathways approved by the Board.
appointment of Mr Shuji Kobayashi to the Board as a
Approximately 275 employees are in the Project Incentive Non-executive Director. Mr Shuji Kobayashi was nominated
pool, all of whom were employed within the Group as at by Mitsubishi Corporation (MC) to replace Mr Kazuo Ito as
31 December 2021 and following the re-organisation have Non-executive Director of the Company. The NRC reviewed
remained with either the Group or its subsidiaries. Any cash the experience, skillset, qualifications and the quality of
payments made as part of the Project Incentive would be MC’s proposed nomination and opined that the extensive
subject to continued employment requirements, save for experience of Mr Shuji Kobayashi gained from the various
limited exceptions in which the continued employment roles he has held during his career with MC complements the
requirements may not apply. mix of expertise and experience of the Board. The Board
subsequently concurred with the recommendation of
To ensure any cash payments made are in alignment with
the NRC.
shareholders’ interests, the Project Incentive has been
designed as a value-sharing plan with payments only taking Following the retirement of Mr Kazuo Ito as Non-executive
place if certain identified liquidity events associated with the Director of the Company in May 2023 and the concurrent
Re-organisation Plan occur – the liquidity events must result relinquishment of his membership of the Audit, Board
in the creation of shareholder value that exceeds certain Steering and Capital and Investment Committees, the NRC
thresholds in accordance with the terms of the Project advised the Board on the appointment of replacements for
Incentive. The proposed IPOs of both Olam Agri and ofi Mr Kazuo Ito’s Board Committee positions.
qualify as liquidity events, however, both IPOs were delayed
The NRC also carried out a review of the composition of the
during the year under review due to market conditions. As
Board. This considered factors such as the range,
the identified liquidity events did not take place during the
magnitude, nature and depth of the Group’s business and
relevant period, no payment under the Project Incentive has
operations. Following completion of the review, the NRC
been proposed or made.
opined that the composition of the existing Board and its size
It is intended that the Project Incentive will continue to be remained appropriate in relation to the effective discharge of
monitored in FY2024. its duties and responsibilities in view of the future plans of
Olam businesses.
How the Project Incentive works
If a minimum value creation threshold is not met, there will be As part of the Group’s re-organisation into three operating
no payment under the Project Incentive. If it is met, a certain groups, the NRC was closely involved in the appointment
percentage of the total increase in equity value will be paid of the Olam Agri Board Chair. The NRC engaged search
under the Project Incentive to the pool of employees. The cash consultants, Russell Reynolds, to identify suitable
payment under the Project Incentive ranges from 0% to 2% candidates. A selection panel comprising the NRC Chair,
of the total value uplift at the target level, and a maximum of another member of the NRC, a member of the Board and
3% of the total value uplift, subject to a maximum dollar value the Group CEO was established to consider, review and
limit. At the top end, if the stretch target increase in equity shortlist suitable candidates. The selection panel together
value is met, the Project Incentive will be approximately 2.9% with the Olam Agri Chair reviewed the appointment of the
(on a weighted average basis) of the total value uplift remainder of the Olam Agri Board. The NRC was kept up to
(subject to the above-mentioned maximum dollar value limit). date with progress and carried out reviews of candidates put
forward for consideration. The Committee also reserved the
The amounts of any payments made to each of the relevant right to interview or meet any of the prospective Olam Agri
employees in the Project Incentive pool will need to be Board candidates.
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All internal audits are undertaken in accordance with standards Advisory/Consulting – focused on raising awareness of
set by both internationally and nationally recognised risks and fraud internally through activities such as regular
professional bodies, such as The Institute of Internal Auditors’ training sessions.
Standards for the Professional Practice of Internal Auditing.
AC oversight of Internal Audit
Furthermore, the IA team is comprised of individuals with
As part of its oversight role, the AC reviews the IA’s
relevant qualifications and experience, each of whom is
performance, its findings, including fraud reporting and
empowered to discharge their duties effectively, In line with
complaints received from the whistleblowing platform,
this, the team, at all times, has full, free and unrestricted
management responses and the Internal Audit Plan.
access to all books, personnel, documents, accounts,
When carrying out its review, the AC also establishes
property, vouchers, records, correspondence and other
whether IA was able to discharge its duties effectively and
Company data. Members of the IA function also have the
that no limitation on its activities has been imposed.
right to enter all Group premises and to request any officer
of the Company to provide information and/or explanations In addition, the AC reviews the scope of the IA function on
that are deemed necessary for the team to form an opinion a regular basis so that all of the Group’s key operational,
on the probity of action and adequacy of systems and/or financial and related activities are covered.
controls. IA also has access to specialist auditors, as well as
The AC’s remit extends to reviewing and assessing the
technical tools so that the effectiveness of the internal
composition of the IA Team, its size, skillset and resources
processes and risk management processes can be regularly
each year to ensure the continued effective execution of
tested against the evolving nature of concerns and issues.
internal audits, notwithstanding the constantly evolving
Internal Audit findings/ratings regarding the performance
needs of the Group’s businesses. The AC undertakes detailed
of managers are taken into account by Human Resources.
reviews of the three-year rolling Internal Audit Plan and the
The Internal Audit function has three main components: adequacy of the reports generated to satisfy itself that the
IA function is effective, independent and has appropriate
1. Audit work;
standing within the Company.
2. Automated oversight; and
3. Advisory/consulting The AC also regularly meets with IA, without the presence of
Management, to discuss any issues of concern. The Head of
Audit work – audits carried out by the IA team fall under Internal Audit reports directly to the AC Chair. Furthermore,
three categories: to ensure that the source of any risk is addressed promptly,
IA Country and Function Heads may be invited to attend
I. Field Audits – core audits of the Group’s subsidiaries.
AC meetings to discuss any relevant incident(s) and any
The frequency of these audits is determined by factors such
remediation action that has or is to be taken. The Committee
as size and past findings. Based on these factors, each
is also actively involved in the appointment, ongoing evaluation
subsidiary falls under one of three priority categories:
and replacement/dismissal of the Head of Internal Audit.
• High – requires an audit each year;
Highlights of IA activities in 2023
• Medium – requires an audit every two years; and
• Low – requires an audit every three years. During the year, IA carried out a number of field audits.
These were primarily onsite exercises, although remote/
II. Specialist/Thematic Audits – these can cover all geographies desktop audits were also undertaken for low-risk entities or
and all areas of the business. For example, Treasury where it was not practical for field visits to be made by the
activities, such as derivatives trading, arbitrage and hedging. IA team. Remote/desktop audits make use of conference/
III. IT Audits – cover all aspects of IT including systems zoom calls and digital media to collate relevant information
resilience, cybersecurity and ransomware. and audit work papers, enhanced data analytics tools and
remote surveys.
Automated oversight – focused on extending the IA team’s
reach and capacity through the use of technology, A review of ESG activities was undertaken over the course
automated oversight comprises three key sub-components: of the year. ESG is increasingly an integral part of Internal
Audit’s scope and activities. Work carried out by the IA function
I. Data analytics – to help ensure trading and operational included reviewing the Group’s ESG Report, sustainability
activities are constantly monitored; pathways, platform datapoints and relevant controls to
II. Integrated Risk and Assurance Framework – incorporates ensure alignment with the SGX’s list of 27 core ESG metrics.
both the principal risks faced by the Group and the As part of its ongoing Specialist/Thematic Audit on Group
critical controls that are in place to mitigate these. In IT and data analytics, IA completed an assessment on
terms of control validation, this is underpinned by the ransomware and cybersecurity.
three lines of defence principle:
Following the establishment of individual IA teams for each
• Level one sign-off on the ground; of the new independent operating groups in 2022, the ofi
• Level two sign-off by function heads; and IA function completed a Quality Food and Safety (“QFS”)
• Level three sign-off by IA. Audit which reviewed food standards, how these are met by
the Group and any changes to relevant regulations that
III. Whistleblowing policy – enables employees to report have come into force or are due to be made. The findings of
fraudulent activity anonymously to the IA team via an the audit were discussed at the AC’s quarterly meeting.
independent platform which the IA then investigates and
shares any findings with the Senior Management Team
and the AC.
Ethics, compliance and whistleblowing Periodic reminders and updates on the EBP are communicated
Ethical Business Programme to all staff as part of the Company’s efforts to instil strong
The Company is committed to setting high ethical conduct ethical values.
standards across the Group. A zero-tolerance approach to Whistleblowing
bribery, fraud and corruption has been adopted. Initiatives All employees are encouraged to report actual or suspected
such as the Ethical Business Programme (EBP) reflect our wrongdoing, unethical practices or illegal activity that is in
commitment to fostering an environment where integrity, breach of the Company’s Code(s) or policies. Such reporting
transparency and ethical behaviour are embedded in our must be done in good faith where the person reporting may
business practices. report in confidence and without fear of reprisals or concerns.
Olam Agri and ofi revised and implemented a new Code of A dedicated whistleblowing platform (known as “Speak Up”)
Conduct and rolled it out across the organisations during has been implemented to ensure discreet reporting. These
2023. The Code addresses behaviour and policies all of our are available on our external websites and internally on
employees are expected to comply with. Workplace, the Groups employee engagement platform.
All employees are routinely required to undergo online All reports are dealt with promptly by the relevant function
training to familiarise themselves with the Anti-Bribery and independently, depending on the issue being reported.
Corruption (ABC) Policy amongst other relevant Policies as To safeguard the whistleblower from retaliation for raising
set out in the Code of Conduct. Completion of the training a compliance or integrity issue, employees are advised to
is tracked and monitored by the EBP and Legal Compliance immediately report any suspicions of retaliatory action to the
Team. The status is reported to the Internal Audit and the Legal or HR functions. To ensure that all reported incidents/
Audit and Risk Committee under the IRAF on a quarterly basis. complaints are adequately brought to the notice of the
High
Conduct additional
Escalate***
fact finding
Written
Investigation
investigation Feedback to
conducted
report Accept complainant
by BU/Local Yes
reviewed by results? (where
manage-
Country applicable)
ment
Team**
*
Supported by HR and Legal as deemed necessary
**
Regional/Country team to consist of members from regional/country leadership team, Legal and HR
***
Investigation results to be escalated to higher forum if results indicate a more serious breach
182 olamgroup.com
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stakeholders concerned and that corrective action has been Integrated Risk and Assurance Framework
initiated, the Whistleblowing Policy sets out investigations The Integrated Risk and Assurance Framework (IRAF) was
guidelines. Additionally, Quarterly updates are provided to developed in 2016 and has since been embedded across the
the Audit committee on the status of the complaints. business. By taking a holistic view of risk, which includes the
Internal controls evaluation of the level of risk, its impact, frequency and
ownership, the IRAF provides a single view of assurance across
The Company has an established system of robust internal
a wide range of relevant risks. The platform assists the Board
controls that have been developed to provide reasonable
and Board Committees in their review of risks. It also controls
assurance that the organisation’s related objectives will be
and helps inform an opinion on the adequacy and effectiveness
achieved. These internal controls are regularly reviewed and,
of the risk and internal controls frameworks across key
when necessary, adapted and strengthened to accommodate
activities, including financial, operational, compliance and
any changes to the regulatory landscape and to reflect the
information technology and risk management.
evolving needs of the Group and its businesses.
The IRAF also helps reduce duplication and/or bridge gaps
Any significant findings and observations of internal control
across Group functions and ensures accountability across
gaps, lapses and areas of strengthening are communicated
the Group’s four lines of defence:
to the AC and management in each quarter. The AC reviews
quarterly the management response and remedial action • First line of defence – the Business Units – Olam,
taken on the significant findings and observations. Where Olam Agri, ofi;
required, the AC meets with Business/Function/Country • Second line of defence – the Functions – including
Head to discuss any significant finding and observation. AC finance/Treasury, Legal, IT, Plantations;
Chair may also visit overseas operations where warranted. • Third line of defence – Internal Audit; and
The Company’s internal controls structure is made up of a • Fourth line of defence – external audit.
series of frameworks, policies and procedures that have been Central to the IRAF is a clearly defined process for validating
established, including: the performance and effectiveness of the various controls.
• Internal Audit, including any specialised audits This process starts with a quarterly validation request email
undertaken, as well as external auditor work; sent to all business units. The IA function monitors the
• An enterprise risk management framework that examines process and shares the validation results on the performance
the effectiveness of the Company’s risk management plans, of control activities and control effectiveness with the
systems, processes and procedures; function teams. IA also reviews the results with the heads of
• The information security controls framework and the functions before compiling the final assessments which
CISO monitoring; and are then presented to the AC.
• The IRAF which has been implemented across all the Separate platforms exist for Olam Agri and ofi to accommodate
Group’s functions and operating groups (see below for the different areas of focus for each sub-Group. This allows
further details). the relevant IRAF to be adapted to reflect the challenges/
issues each operating group faces. For example, QFS
controls have been incorporated into ofi’s IRAF.
As part of its duties, the AC regularly reviews and, if necessary,
Quarterly Validation request email challenges the IRAF to satisfy itself that the controls at both
to all the units Group and sub-Group levels remain relevant to the business.
During the year under review, ESG controls were updated
Online Monitoring & Follow-up within the IRAF while other controls were reviewed and, where
on completion, by IA necessary, refreshed.
Validation results on
Performance of Control Activities
& Control Effectiveness Shared
with Functional teams
Control Assessments
presented to AC
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Responsibilities
During the year under review, the responsibilities of the CIC,
included:
• Reviewing and recommending for approval of the Board,
the overall capital structure, gearing and net debt norms
for the Company;
• Reviewing periodically the performance of investments
and acquisitions made by the Company, its subsidiaries
or associates against the investment thesis;
• Reviewing and monitoring the Company’s capital structure;
• Reviewing and approving the Annual Financing Plans
(debt raising or refinancing);
• Monitoring the progress of the divestment of exiting assets;
• Reviewing and recommending for approval of the Board,
issuance of any equity-linked instruments, including
convertible bonds and perpetual securities;
• Considering and approving all capital expenditure,
acquisition and/or divestment proposals pursuant to the
policy on approval limit for capital expenditure
and acquisitions;
• Monitoring interest rate trends and implications; and
• Reviewing and assessing the adequacy of foreign
currency management.
In order to discharge the above responsibilities effectively,
the CIC had access to any member of the management
team as and when required, along with relevant information
on financing plans, investments and divestments. The
Committee also actively engaged with members of the
management team when deliberating certain subject matters
that fall within the CIC’s remit.
Furthermore, owing to the nature of the CIC’s activities,
particularly reviewing/monitoring investments and financing
plans, the Committee continued to work closely with other
Board Committees:
• The AC, specifically with regards to the CIC’s work
relating to challenged assets and businesses and
discussions regarding potential impairments;
• The BRC, which sets key inputs and parameters, such as
risk appetite and the identification of risks, all of which
require consideration when assessing potential
investments; and
• The CRSC which examines issues relating to sustainability
and the ongoing focus on the Group’s prioritisation of and
compliance with all appropriate laws and policies in
relation to investments, including those that have been
completed and those that are under consideration.
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Purpose
Sustainability has been and continues to be a major area of
focus for the Group. Issues, such as Safety and Health, soil
and human rights, have been key priorities for the Group for
a number of years. In line with this, the CR&S supports the • CR&S function heads for each of ofi, Olam Agri and the
Board in monitoring and managing the environmental, social remaining businesses as well as the Group Head for
and governance-related risks faced by the Company. Safety and Health regularly attends the CRSC meetings
to provide their report and update;
The CRSC’s responsibilities include:
• Members of the CRSC are able to visit the Company’s
• Reviewing and recommending to the Board the Corporate global operations to monitor the CRSC function’s
Responsibility and Sustainability (CR&S) vision and activities on the ground and also to gain deeper insights
strategy for the Group; into the policies and projects; and
• Overseeing the integration of CR&S perspectives into the • The CRSC is kept informed of the Company’s discussions
Company’s strategy and businesses; with relevant Non-Governmental Organisations.
• Reviewing global CR&S issues and trends and assessing
Collaborating and sharing ideas with organisations across
their potential impact on the Group;
the public and private sectors forms a key part of the
• Reviewing the state of the Group’s Safety and Health ongoing development of the Company’s corporate
measures and status; responsibility and sustainability commitments and approach.
• Monitoring the implementation of strategy as well as
policies and investments in the CR&S area through the Key areas of focus for the Committee in 2023
CR&S function; The CRSC holds quarterly meetings. Topics discussed and
• Reviewing progress made on various initiatives; reviewed during these meetings held over the course of the
• Supporting management’s response to crisis year include:
where required;
• Regenerative agriculture initiatives, involving identifying
• Reviewing the Company’s report and statement on priority regions for action based on indicators of soil
sustainability activities, commitment and involvement and and ecosystem health and improving soil health in the
its sustainable sourcing platform; supply chain through support to local farmers;
• Reviewing the adequacy of the CR&S function; and • The roll-out of the Group’s ESG strategy and progress
• Reviewing the findings from the Integrated Risk and made towards achieving the Company’s 2030
Assurance Framework Report that relate to the sustainability goals. These are focused on advancing the
CRSC oversight. Company’s efforts to reduce its impact on the climate,
regenerate ecosystems, improve livelihoods and ensure
Terms of Reference good governance. Further information on how the Group
The above responsibilities are included in the Committee’s manages its impact on Climate Change can be found in
Terms of Reference. In February 2023, the members of the the Environment: Climate action section of this report;
Committee reviewed the Terms of Reference and, while no • The Group’s carbon footprint and pathways to
changes were made to the CRSC’s functions or purpose, it decarbonise. The CRSC monitored and assessed the
was decided to update the terminology used to align it more ongoing implementation of the Group’s strategy to reduce
closely with what is currently included in relevant benchmarks. emissions. Matters covered encompassed decarbonising
Oversight role factories and the wider supply chain through renewable
energy and nature-based solutions, as well as the impact
A key role of the CRSC is oversight of the Group’s
of methane on the carbon footprint;
sustainability policies and projects, both at the formulation
• Environmental and social risk management practices and
and implementation stages. The Committee actively
processes, such as supply chain mapping and satellite
monitors the effectiveness of the various ESG initiatives and
monitoring, pre-investment ESG due diligence systems,
programmes, how these are embedded across the Group
as well as the IRAF (Integrated Risk and Assurance
and how corporate responsibility and sustainability issues,
Framework);
and the management team’s reporting on them, are
incorporated in the Company’s investment decision process. • The Group’s sustainability policy framework, including
the Living Landscapes Policy, Supplier Code and Water,
The CRSC is also charged with monitoring the health, safety Sanitation and Hygiene standard. The CRSC reviewed the
and wellbeing of employees. The Group has a zero-tolerance benchmarking of these policies against standards and
culture to fatal accidents and the Committee reviews the norms that stakeholders, including banks and investors,
Group Head of Safety’s Safety and Health report each use/are familiar with when carrying out their own ESG
quarter. In addition, the Committee receives regular updates due diligence. The Committee examined how the key
on any safety issues and concerns on an ad hoc basis. policy framework could be improved upon further;
Further details on the Group’s Safety and Health measures • Safety performance, including the monitoring of relevant
can be found in the People and Culture: Safety and Health metrics such as Lost Time Injury Frequency Rate, and
section of this report. actions taken to continually improve the safety culture
To ensure the Committee is able to discharge its and performance; and
responsibilities effectively: • The CR&S central function’s organisational structure and
processes to ensure that the policies, procedures and
• The CRSC works closely with the Group’s CR&S function
goals already in place continue to be reflected in the
which, together with sustainability experts, spearheads
respective business strategies of the three operating groups.
the Group’s response to social and environmental issues.
The CR&S function is also responsible for embedding ESG
standards and best practices across the Group’s operations.
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10 January Media and Analysts Conference on the Proposed Listing and Demerger Hybrid Meeting and Live Webcast
of Olam Agri
27 February Media and Analysts Conference on Second-Half and Full Year 2022 results
Hybrid Meeting and Live Webcast
29 March Extraordinary General Meeting on the Proposal Disposal, Dilution andHybrid Meeting and
Capital Reduction of Olam Agri Electronic Voting
25 April Second Annual General Meeting Hybrid Meeting and
Electronic Voting
7 June SGX-Maybank Securities Singapore Corporate Day 2023 In-person Group and
One-on-one meetings
11 August Media and Analysts Conference on Half Year 2023 results Hybrid Meeting and Live Webcast
6 September CGS-CIMB 2nd Regional Consumer & E-Commerce Virtual Conference 2023 Group Virtual Call and Sideline
In-person Meetings with Investors
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The AGM serves as a forum for two-way communication The Board members present at the Second AGM were:
between the Company and its shareholders – it is an
Chair of the Board and Board Committees
opportunity for the Board and Senior Management Team to
communicate directly with shareholders and for shareholders Lim Ah Doo, Chair of the Board, BSC, NRC and CIC
to ask questions and share their views on the Company. Yap Chee Keong, Chair of the AC
During the AGM, the Group CEO delivers a presentation that Marie Elaine Teo, Chair of the BRC
provides shareholders with an update on the Group’s Nihal Vijaya Devadas Kaviratne CBE, Chair of the CRSC
financial performance and progress made over the course of
the year under review. Board Members
The Group is continually looking to improve the effectiveness Kazuo Ito, Non-Executive Director
of its AGMs. In line with this, the Company has adopted Sunny George Verghese, Group CEO and Executive
a hybrid format for AGMs and other general meetings. Director
This follows the success of the Group’s Extraordinary Nagi Adel Hamiyeh, Non-Executive Director
General Meeting in March 2023 which was held both in
Ajai Puri (Dr), Non-Executive and Independent Director
person and by electronic means.
Hideyuki Hori, Non-Executive Director
Voting on resolutions at AGMs Absent with apology:
Matters requiring shareholder approval, such as the Joerg Wolfgang Wolle (Dr), Non-Executive and Independent Director
re-election of Directors and the approval of Directors’ fees,
are treated as distinct subjects and are therefore submitted The independent scrutineer for the Second AGM was
to shareholders at the AGM as separate resolutions. RHT Governance, Risk & Compliance (Singapore) Pte. Ltd..
Sufficient time is allocated to allow shareholders to ask
questions and raise issues when considering each Dividend policy
tabled resolution. The Company does not have a fixed dividend policy.
Since 2011, electronic poll voting has been utilised to provide The Directors seek to recommend dividends consistent with
greater transparency and improve the efficiency of the the Company’s overall governing objective of maximising
voting system – shareholders who are present in person intrinsic value for its shareholders. As a practice, the
or represented at the meeting are entitled to vote on a Company provides an explanation on the dividend
one-share, one-vote basis on each of the resolutions by poll, recommended at the AGM in the explanatory notes of the
using an electronic voting system. Notice to AGM. Please refer to the explanatory note on of
this report for more information.
Voting and vote tabulation procedures are declared and
presented to shareholders in a video before the AGM Principle 13
proceeds. An independent scrutineer is appointed by the The Board adopts an inclusive approach by considering and
Company to count and validate the votes at the AGM with balancing the needs and interests of material stakeholders,
the results of all votes cast for and against in respect of each as part of its overall responsibility to ensure that the best
resolution, including abstaining votes, instantaneously interests of the Company are served.
displayed at the meeting and announced on SGXNET after
the AGM. In keeping with the wide range of geographies in which
the business has a presence and the activities undertaken,
Shareholders are given the opportunity to ask questions or the Group’s stakeholder base is broad and diverse.
raise issues which are recorded and detailed in the minutes. Geographies in which the Group has an operational
Since 2019, the minutes of all general meetings are available presence include both developed and emerging markets.
to view on the Company’s website (olamgroup.com/investors). Activities undertaken include growing, sourcing, trading,
processing, logistics and distributing agricultural food,
Second AGM of Olam Group Limited industrial raw materials, food ingredients and solutions.
The Company’s second AGM followed the hybrid format, As many of these activities may be classified as being
meaning it was held both in-person and electronically. ‘high risk’ in terms of sustainability, engaging and working
Shareholders or duly appointed proxies were able to attend effectively with stakeholders at every level of the Group
the AGM in person or participate through the ‘live’ stream – and across all businesses and geographies are key to the
participants were able to observe and/or listen to the Group’s long-term success and are therefore priorities for
proceedings, ask questions and vote in real-time via the Group.
electronic means. Shareholders were also able to appoint the
Chairman of the Meeting as proxy to vote on their behalf.
Prior to the AGM, a summary booklet was mailed to those
shareholders with a registered address in Singapore, along
with an announcement that was released on SGXNET, which
set out the information on pre-registration, submission of
questions and voting at the second AGM, including CPF and
SRS investors.
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Financial report
194 Director’s statement
199 Independent Auditor’s report
202 Consolidated Profit and Loss Account
203 Consolidated Statement of Comprehensive Income
204 Balance Sheet
205 Statements of Changes in Equity
208 Consolidated Cash Flow Statement
210 Notes to the Financial Statements
269 Corporate information
270 Shareholding information
272 Notice of Annual General Meeting
280 Addendum to the Annual Report 2023
286 Appendix 1 to the Addendum
Proxy form
Directors’ statement
Directors’ statement
Financial report
Directors’ statement
The directors are pleased to present their statement to the members together with the audited consolidated financial
statements of Olam Group Limited (the ‘Company’) and its subsidiary companies (the ‘Group’) and the balance sheet and
statement of changes in equity of the Company for the financial year ended 31 December 2023.
1. Opinion of the directors
In the opinion of the directors,
i. the financial statements set out on pages 202 to 268 are drawn up so as to give a true and fair view of the financial
position of the Group and of the Company as at 31 December 2023, changes in equity of the Group and of the
Company, the financial performance and the cash flows of the Group for the financial year ended on that date;
and
ii. at the date of this statement there are reasonable grounds to believe that the Company will be able to pay its debts
as and when they fall due.
2. Directors
The director of the Company in office at the date of this statement is:-
Lim Ah Doo
Sunny George Verghese
Nihal Vijaya Devadas Kaviratne CBE
Yap Chee Keong
Marie Elaine Teo
Joerg Wolfgang Wolle (Dr.)
Ajai Puri (Dr.)
Nagi Adel Hamiyeh
Shuji Kobayashi (Appointed on 5 May 2023)
Yuji Tsushima (Appointed on 4 March 2024)
3. Arrangements to enable directors to acquire shares and debentures
Except as disclosed in this report, neither at the end of nor at any time during the financial year ended 31 December
2023 was the Company a party to any arrangement whose objects are, or one of whose objects is, to enable the
directors of the Company to acquire benefits by means of the acquisition of shares or debentures of the Company or
any other body corporate.
4. Directors’ interests in shares and debentures
According to the register of the directors’ shareholdings, none of the directors holding office at the end of the financial
year had any interest in the shares or debentures of the Company or its related corporations, except as follows:
Held in the name of the director or nominee Deemed interest
As at 1.1. 2023 As at 1.1.2023
or date of or date of
appointment, As at As at appointment, As at As at
Name of directors if later 31.12.2023 21.1.2024 if later 31.12.2023 21.1.2024
The Company
Olam Group Limited
(a) Ordinary shares
Lim Ah Doo 1 423,800 520,400 520,400 – – –
Sunny George Verghese 1 166,017,944 167,131,277 167,131,277 – – –
Nihal Vijaya Devadas Kaviratne CBE 373,188 399,488 399,488 – – –
Yap Chee Keong 1 167,571 198,371 198,371 – – –
Marie Elaine Teo 143,100 173,900 173,900 – – –
Joerg Wolfgang Wolle (Dr.) 1 44,298 63,298 63,298 – – –
Ajai Puri (Dr.) 1 59,994 83,194 83,194 – – –
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The ARC has reviewed and considered the audit and non-audit arrangements and services provided by Ernst & Young
LLP and considered the nature and extent of such arrangements and services performed by the external auditors. The
Committee has opined that these arrangements and services would not affect the independence of Ernst & Young LLP.
The ARC has recommended to the Board the re-appointment of Ernst & Young LLP as independent external auditor of
the Company at the forthcoming Annual General Meeting of the Company on 25 April 2024.
7. Auditor
Ernst & Young LLP have expressed their willingness to accept re-appointment as independent external auditor.
Lim Ah Doo
Director
22 March 2024
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• Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and
perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a
basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from
error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
• Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the
circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Group’s internal control.
• Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related
disclosures made by management.
• Conclude on the appropriateness of management’s use of the going concern basis of accounting and, based on the audit
evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the
Group’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw
attention in our auditor’s report to the related disclosures in the financial statements or, if such disclosures are inadequate, to
modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However,
future events or conditions may cause the Group to cease to continue as a going concern.
• Evaluate the overall presentation, structure and content of the financial statements, including the disclosures, and whether the
financial statements represent the underlying transactions and events in a manner that achieves fair presentation.
• Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the
Group to express an opinion on the consolidated financial statements. We are responsible for the direction, supervision and
performance of the group audit. We remain solely responsible for our audit opinion.
We communicate with the directors regarding, among other matters, the planned scope and timing of the audit and
significant audit findings, including any significant deficiencies in internal control that we identify during our audit.
We also provide the directors with a statement that we have complied with relevant ethical requirements regarding
independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear
on our independence, and where applicable, related safeguards.
From the matters communicated with the directors, we determine those matters that were of most significance in the audit
of the financial statements of the current period and are therefore the key audit matters. We describe these matters in our
auditor’s report unless law or regulation precludes public disclosure about the matter or when, in extremely rare
circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of
doing so would reasonably be expected to outweigh the public interest benefits of such communication.
R ep o r t on oth er leg a l a n d r eg u l a tor y r eq u irem en ts
In our opinion, the accounting and other records required by the Act to be kept by the Company and by those subsidiary
corporations incorporated in Singapore of which we are the auditors have been properly kept in accordance with the
provisions of the Act.
The engagement partner on the audit resulting in this independent auditor’s report is Christopher Wong Mun Yick.
22 March 2024
Consolidated Profit
Consolidated Profit and
Financial report
andLoss
LossAccount
Account
Consolidated Profit and Loss Account
For the financial year ended 31 December 2023
For the financial year ended 31 December 2023
For the financial year ended 31 December 2023
Group
2023 2022
Note $’000 $’000
Sale of goods and services 4 48,271,991 54,900,977
Other income 5 126,304 93,284
Operating expenses – direct 6 (44,032,505) (50,552,061)
Net gain from changes in fair value of biological assets 13 66,304 90,903
Depreciation and amortisation 10, 11, 12 (721,008) (709,032)
Other expenses 7 (2,169,090) (2,378,571)
Finance income 157,972 103,943
Finance costs 8 (1,291,061) (849,613)
Share of results from joint ventures and associates 1,968 27,355
Profit before taxation 410,875 727,185
Income tax expense 9 (59,878) (175,585)
The accompanying accounting policies and explanatory notes form an integral part of the financial statements.
The accompanying accounting policies and explanatory notes form an integral part of the financial statements.
Olam Group Limited Annual Report 2023 202
The accompanying accounting policies and explanatory notes form an integral part of the financial statements.
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Financial
Consolidated Statement
Consolidated Statement of
Financial report report
Consolidated
Comprehensive
of Statement
Income
Comprehensive Income
of Comprehensive Income
For the financial year ended 31 December 2023
For the financial year ended 31 December 2023
For the financial year ended 31 December 2023
Group
2023 2022
$’000 $’000
Profit for the financial year 350,997 551,600
Other comprehensive income for the year, net of tax (431,544) (332,905)
Total comprehensive income for the year (80,547) 218,695
Attributable to:
Owners of the Company (60,644) 295,708
Non-controlling interests (19,903) (77,013)
(80,547) 218,695
The accompanying accounting policies and explanatory notes form an integral part of the financial statements.
The accompanying accounting policies and explanatory notes form an integral part of the financial statements.
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The accompanying accounting policies and explanatory notes form an integral part of the financial statements.
Olam Group Limited Annual Report 2023 203
Olam Group Limited Annual Report 2023 203
report
Financial report
Balance Sheet
Sheet
Financial report
Balance Sheet
As at 31 December 2023
As at 31 December 2023
As at 31 December 2023
Group Company
2023 2022 2023 2022
Note $’000 $’000 $’000 $’000
Non-current assets
Property, plant and equipment 11 6,082,671 6,020,132 – –
Right-of-use assets 10 791,032 846,340 – –
Intangible assets 12 2,537,749 2,606,435 – –
Biological assets 13 557,025 559,091 – –
Subsidiary companies 14 – – 6,153,355 6,242,838
Deferred tax assets 9 321,828 263,013 – –
Investments in joint ventures and associates 15 277,383 273,671 – –
Other non-current assets 21 66,039 42,240 – –
10,633,727 10,610,922 6,153,355 6,242,838
Current assets
Amounts due from subsidiary companies (net) 16 – – 643,410 630,906
Trade receivables 17 3,336,467 2,855,510 – –
Margin accounts with brokers 18 – 62,775 – –
Inventories 19 9,810,052 8,947,324 – –
Advance payments to suppliers 20 870,678 582,645 – –
Cash and short-term deposits 33 3,581,626 4,805,556 13,998 16,754
Derivative financial instruments 34 3,952,664 3,178,999 – –
Other current assets 21 1,162,282 891,046 – 5,767
22,713,769 21,323,855 657,408 653,427
Non-current assets held for sale 21 1,145 19,024 – –
22,714,914 21,342,879 657,408 653,427
Current liabilities
Trade payables and accruals 22 (4,989,691) (4,327,189) (3,033) (2,957)
Margin accounts with brokers 18 (189,549) – – –
Borrowings 24 (6,419,392) (5,051,970) – –
Lease liabilities 24 (131,039) (140,766) – –
Derivative financial instruments 34 (3,041,608) (2,033,754) – –
Provision for taxation (261,790) (277,209) – –
Other current liabilities 23 (420,981) (492,177) – –
(15,454,050) (12,323,065) (3,033) (2,957)
Net current assets 7,260,864 9,019,814 654,375 650,470
Non-current liabilities
Deferred tax liabilities 9 (416,512) (527,903) – –
Borrowings 24 (8,893,315) (10,066,752) – –
Lease liabilities 24 (850,125) (886,256) – –
Other non-current liabilities 23 (66,124) (67,114) – –
(10,226,076) (11,548,025) – –
Net assets 7,668,515 8,082,711 6,807,730 6,893,308
Equity attributable to owners of the Company
Share capital 26 6,233,595 6,233,595 6,233,595 6,233,595
Treasury shares 26 (31,046) (6,543) (31,046) (6,543)
Shares held in Trust 26 (62,206) (88,173) – –
Capital securities 26 603,314 603,453 603,314 603,453
Reserves 583,790 916,766 1,867 62,803
7,327,447 7,659,098 6,807,730 6,893,308
Non-controlling interests 341,068 423,613 – –
Total equity 7,668,515 8,082,711 6,807,730 6,893,308
The accompanying accounting policies and explanatory notes form an integral part of the financial statements.
The accompanying accounting policies and explanatory notes form an integral part of the financial statements.
Olam Group Limited Annual Report 2023 204
The accompanying accounting policies and explanatory notes form an integral part of the financial statements.
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of Changes
Changesin
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inEquity
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* In the current financial year, the Ghana economy was declared to be hyperinflationary. As a result, SFRS(I) 1-29 Financial Reporting in Hyperinflationary
Economies has been applied to Ghana subsidiary company whose functional currency is the Ghanaian Cedi. The results and financial position of the
Group’s Ghana subsidiary company was restated to the measuring unit current at the end of the period, with hyperinflationary gains and losses in respect
of monetary items being reported in the Profit & Loss account under “Other expenses”. Comparative amounts presented in the consolidated financial
statements were not restated in line with SFRS(I) 1-29 requirements. Differences between restatement of opening balances of equity and the non-monetary
items were recognised in opening revenue reserves.
^ This relates to the additional amount of US$50,310,000 (approximately S$67,355,000) received during the year ended 31st December 2023 in relation to a
post-closing adjustment set out in the share purchase agreement on sale of 35.43% minority stake in Olam Agri Holdings Limited to the SALIC International
Investment Company in 2022.
The accompanying accounting policies and explanatory notes form an integral part of the financial statements.
The accompanying accounting policies and explanatory notes form an integral part of the financial statements.
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The accompanying accounting policies and explanatory notes form an integral part of the financial statements.
Olam Group Limited Annual Report 2023 205
Olam Group Limited Annual Report 2023 205
report
Financial report
of Changes
Financial report
Statements of ChangesininEquity
Equitycontinued
continued
For the
For the financial
financial year
yearended
ended3131December
December2023
2023
Statements of Changes in Equity continued
For the financial year ended 31 December 2023
* In 2022, the Turkish economy was declared to be hyperinflationary. As a result, application of SFRS(I) 1-29 Financial Reporting in Hyperinflationary
Economies has been applied to all Turkish subsidiary companies whose functional currency is the Turkish Lira. As a result, the results and financial position
of the Group’s Turkish subsidiary companies were restated to the measuring unit current at the end of the period, with hyperinflationary gains and losses in
respect of monetary items being reported in the Profit & Loss account under “Other expenses”. Comparative amounts presented in the consolidated
financial statements were not restated in line with SFRS(I) 1-29 requirements. Differences between restatement of opening balances of equity and the non-
monetary items were recognised in opening revenue reserves.
# In 2022, the long term investment was fully divested for cash consideration amounting to $31,530,000, resulting in a gain on disposal of $3,407,000 recorded in
capital reserves in the statement of changes in equity. Subsequently, all cumulative fair value adjustment reserves were transferred to revenue reserves.
^ This relates to sale of 35.43% minority stake in Olam Agri Holdings Pte. Ltd. to SALIC International Investment Company for US$1,240,000,000
(approximately $1,710,229,000) in 2022, on which a gain of $1,196,347,000, net of transaction cost, has been recorded in capital reserves in the statement
of changes in equity.
The accompanying accounting policies and explanatory notes form an integral part of the financial statements.
The accompanying accounting policies and explanatory notes form an integral part of the financial statements.
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The accompanying accounting policies and explanatory notes form an integral part of the financial statements.
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1. Capital reserves
Capital reserves represent the premium paid and discounts on acquisition of non-controlling interests, gain on partial
disposal of subsidiary which did not result in loss of control, residual amount of convertible bonds net of proportionate
share of transaction costs, after deducting the fair value of the debt and derivative component on the date of issuance
and the share of capital reserve of a joint venture.
2. Foreign currency translation reserves
The foreign currency translation reserves are used to record exchange differences arising from the translation of the financial
statements of the Company and the Group’s foreign operations whose functional currencies are different from that of the
Group’s presentation currency as well as the share of foreign currency translation reserves of joint ventures and associates.
3. Fair value adjustment reserves
Fair value adjustment reserves record the portion of the fair value changes on derivative financial instruments
designated as hedging instruments in cash flow hedges that are determined to be effective hedges.
4. Share-based compensation reserves
Share-based compensation reserves represent the equity-settled shares and share options granted to employees. The reserve
is made up of the cumulative value of services received from employees recorded over the vesting period commencing from
the grant date of equity-settled shares and share options and is reduced by the expiry of the share options.
The accompanying accounting policies and explanatory notes form an integral part of the financial statements.
The accompanying accounting policies and explanatory notes form an integral part of the financial statements.
Olam Group Limited Annual Report 2023 207
The accompanying accounting policies and explanatory notes form an integral part of the financial statements.
Olam Group Limited Annual Report 2023 207
Olam Group Limited Annual Report 2023 207
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Financial report
Consolidated Cash
Consolidated Cash Flow
Financial report
FlowStatement
Statement
Consolidated Cash Flow Statement
For the financial year ended 31 December 2023
For the financial year ended 31 December 2023
For the financial year ended 31 December 2023
2023 2022
$’000 $’000
Cash flows from operating activities
Profit before taxation 410,875 727,185
Adjustments for:-
Allowance for doubtful debts 17,970 39,596
Amortisation of intangible assets, depreciation of property, plant and equipment
and depreciation of right-of-use assets 721,008 709,032
Share-based expense 23,066 50,186
Fair value gain on biological assets (Note 13) (66,304) (90,903)
Gain on disposal of joint venture and associate, net (Note 5 and 7) (6,400) (2,804)
Gain on disposal of property, plant and equipment and intangible assets (Note 7) (6,404) (956)
Impairment of investment in joint venture and associate (Note 7) 22 –
Interest income (157,972) (103,943)
Interest expense 1,291,061 849,613
Inventories written down, net (Note 19) 30,489 50,415
Net monetary gain arising from hyperinflationary economies 275 (6,764)
Share of results from joint ventures and associates (1,968) (27,355)
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2023 2022
$’000 $’000
Cash flows from financing activities
Dividends paid on ordinary shares by the Company (287,714) (326,229)
Dividend paid to non-controlling interest shareholder (53,229) –
Acquisition of non-controlling interest (29,940) –
Proceeds from non-controlling interest 2,945 –
Proceeds/(repayment) from borrowings, net 370,462 (519,021)
Repayment of lease liabilities (159,397) (165,696)
Proceeds from issuance of shares on exercise of share options – 26,564
Payment of capital securities, net of distribution (32,630) (48,779)
Repayment (net of proceeds from issue) of capital securities, net of transaction costs – (295,500)
Purchase of treasury shares (24,870) (6,543)
Net cash flows used in financing activities (214,373) (1,335,204)
Net effect of exchange rate changes on cash and cash equivalents (243,718) (176,169)
Net (decrease)/increase in cash and cash equivalents (1,372,880) 437,985
Cash and cash equivalents at beginning of period 4,598,834 4,160,849
Cash and cash equivalents at end of period (Note 33) 3,225,954 4,598,834
The accompanying accounting policies and explanatory notes form an integral part of the financial statements.
The accompanying accounting policies and explanatory notes form an integral part of the financial statements.
Olam Group Limited Annual Report 2023 209
The accompanying accounting policies and explanatory notes form an integral part of the financial statements.
Olam Group Limited Annual Report 2023 209
Olam Group Limited Annual Report 2023 209
report
Financial report
Notes to
Notes to the
the Financial
FinancialStatements
Financial report
Statements
Notes to the Financial Statements
For the financial year ended 31 December 2023
For the financial year ended 31 December 2023
For the financial year ended 31 December 2023
• A mandatory temporary exception to the recognition and disclosure of deferred taxes arising from the jurisdictional
implementation of the Pillar Two model rules; and
• Disclosure requirements for affected entities to help users of the financial statements better understand an entity’s
exposure to Pillar Two income taxes arising from that legislation, particularly before its effective date.
The Group has operations globally, including in jurisdictions which have either enacted new legislation or
announced plans to implement the global minimum top-up tax. However, since the newly enacted tax legislation is
only effective from 1 January 2024, there is no current tax impact for the year ended 31 December 2023.
The Group has applied a temporary mandatory relief from deferred tax accounting for the impact of the top-up tax
and accounts for it as a current tax when it is incurred.
The Group’s exposure to Pillar Two income taxes is dependent on jurisdictional profits and the jurisdictional GloBE
effective tax rates calculated in accordance with the Pillar Two legislation. The Group is in the process of assessing
the exposure to the Pillar Two income taxes arising from the legislation and has engaged a third-party consultant to
independently perform an assessment of the Group’s potential exposure to Pillar Two income taxes. As more
guidance continue to be issued by the OECD and relevant government authorities in the relevant jurisdictions,
adjustments required to determine the GloBE effective tax rates in accordance with the Pillar Two legislation cannot
be reasonably considered. Due to the complex nature of the Pillar Two legislation and the calculations including the
determination of the adjustments required under the Pillar Two legislation, the Group assessed that the quantitative
impact of the potential top-up tax arising from the enacted/substantively enacted legislation is not yet reasonably
estimable. The Group continues to assess the financial impact of the Pillar Two legislation, as more details on Pillar
Two legislation are released internationally.
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The directors expect that the adoption of the other standards and interpretations above will have no material
impact on the financial statements in the period of initial application.
2.4 Functional and foreig n currency
The Group’s consolidated financial statements are presented in Singapore Dollars as the Company is
domiciled in Singapore.
The Company’s functional currency is the United States Dollar (‘USD’), which reflects the economic substance of
the underlying events and circumstances of the Company as most of the Company’s transactions are
denominated in USD. Each entity in the Group determines its own functional currency and items included in the
financial statements of each entity are measured using that functional currency.
a. Transactions and balances
Transactions in foreign currencies are measured in the respective functional currencies of the Company and its
subsidiaries and are recorded on initial recognition in the functional currencies at exchange rates
approximating those ruling at the transaction dates. Monetary assets and liabilities denominated in foreign
currencies are translated at the rate of exchange ruling at the balance sheet date. Non-monetary items that
are measured in terms of historical cost in a foreign currency are translated using the exchange rates as at the
dates of the initial transactions. Non-monetary items measured at fair value in a foreign currency are
translated using the exchange rates at the date when the fair value was measured.
The foreign currency translation reserve is reclassified from equity to profit or loss of the Group on disposal of
the foreign operation.
b. Consolidated financial statements
For consolidation purpose, the assets and liabilities of foreign operations are translated into USD at the rate
of exchange ruling at the balance sheet date and their profit or loss are translated at the weighted average
exchange rates for the year. The exchange differences arising on the translation are recognised in other
comprehensive income. On disposal of a foreign operation, the component of other comprehensive income
relating to that particular foreign operation is recognised in profit or loss.
In the case of a partial disposal without loss of control of a subsidiary that includes a foreign operation, the
proportionate share of the cumulative amount of the exchange differences are re-attributed to non-controlling
interest and are not recognised in profit or loss. For partial disposals of associates or joint ventures that are foreign
operations, the proportionate share of the accumulated exchange differences is reclassified to profit or loss.
In the current financial year, there were changes to the local functional currencies of certain subsidiaries in Africa.
The change is owing to the change in economic environment and the currency that mainly influences the costs of
production, sales prices and financing activities of certain African subsidiaries in the Group, so their functional
currencies have been changed prospectively from their local currencies to USD from 1 January 2023.
• Assets and liabilities for each balance sheet presented are translated at the closing rate ruling at that balance
sheet date;
• Income and expenses for each profit and loss account are translated at average exchange rates for the year,
which approximates the exchange rates at the dates of the transactions; and
All exchange differences arising on the translation are included in the foreign currency translation reserves.
2.5 Subsid ia ry companies, basis of co nsolidatio n and business combina tio ns
a. Subsidiary companies
A subsidiary is an investee that is controlled by the Group. The Group controls an investee when it is exposed,
or has rights, to variable returns from its involvement with the investee and has the ability to affect those
returns through its power over the investee. In the Company’s separate financial statements, investments in
subsidiaries are accounted for at cost less impairment losses.
A list of the Group’s significant subsidiary companies is shown in Note 14.
b. Basis of consolidation
The consolidated financial statements comprise the financial statements of the Company and its subsidiaries
as at the end of the reporting period. The financial statements of the subsidiaries used in the preparation of
the consolidated financial statements are prepared for the same reporting date as the Company. Consistent
accounting policies are applied to like transactions and events in similar circumstances.
All intra-group balances, income and expenses and unrealised gains and losses resulting from intra-group
transactions and dividends are eliminated in full.
Subsidiaries are consolidated from the date of acquisition, being the date on which the Group obtains control,
and continue to be consolidated until the date that such control ceases.
Losses within a subsidiary are attributed to the non-controlling interest even if that results in a deficit balance.
A change in the ownership interest of a subsidiary, without a loss of control, is accounted for as an equity
transaction. If the Group loses control over a subsidiary, it:
• Derecognises the assets (including goodwill) and liabilities of the subsidiary at their carrying amounts at the
date when control is lost;
• Derecognises the carrying amount of any non-controlling interest;
• Derecognises the cumulative translation differences recorded in equity;
• Recognises the fair value of the consideration received;
• Recognises the fair value of any investment retained;
• Recognises any surplus or deficit in profit or loss;
• Reclassifies the Group’s share of components previously recognised in other comprehensive income to profit or
loss or retained earnings, as appropriate.
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Bearer plants - Immature plantations are stated at acquisition cost which includes costs incurred for field preparation,
planting, farming inputs and maintenance, capitalisation of borrowing costs incurred on loans used to finance the
development of immature plantations and an allocation of other indirect costs based on planted hectarage.
Capital work-in-progress is not depreciated as these assets are not yet available for use.
The carrying values of property, plant and equipment are reviewed for impairment when events or changes in
circumstances indicate that the carrying value may not be recoverable.
An item of property, plant and equipment is derecognised upon disposal or when no future economic benefits are
expected from its use or disposal. Any gain or loss on derecognition of the asset is included in the profit and loss
account in the year the asset is derecognised.
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• an asset representing a right-of-use of the asset leased during the lease term of the contract;
• a liability related to the payment obligation.
Right-of-use assets
Right-of-use assets are measured at cost, which comprise the following - lease liability, lease payments made at
or prior to delivery, less lease incentives received, initial direct costs and restoration obligations.
Following initial recognition, right-of-use assets are subsequently measured at amortised cost and depreciated
over the term of the lease using the straight-line method.
Lease liability
The lease liability at commencement date is recognised for an amount equal to the present value of the lease
payments over the lease term.
The lease liability is subsequently measured based on a process similar to the amortised cost method using the
discount rate: where the liability is increased by the accrued interests resulting from the discounting of the lease
liability, at the beginning of the lease period and less payments made. The interest cost for the period as well as
variable payments, not taken into account in the initial measurement of the lease liability and incurred over the
relevant period are recognised as costs.
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• where the deferred tax liability arises from the initial recognition of goodwill or of an asset or liability in a transaction
that is not a business combination and, at the time of the transaction, affects neither the accounting profit nor
taxable profit or loss; and
• in respect of taxable temporary differences associated with investments in subsidiaries, associates and interests in
joint ventures, where the timing of the reversal of the temporary differences can be controlled and it is probable that
the temporary differences will not reverse in the foreseeable future.
Deferred tax assets are recognised for all deductible temporary differences, carryforward of unused tax
credits and unused tax losses, to the extent that it is probable that taxable profit will be available against
which the deductible temporary differences, and the carryforward of unused tax credits and unused tax
losses can be utilised except:-
• where the deferred tax asset relating to the deductible temporary difference arises from the initial recognition of an
asset or liability in a transaction that is not a business combination and, at the time of the transaction, affects
neither the accounting profit nor taxable profit or loss; and
• in respect of deductible temporary differences associated with investments in subsidiaries, associates and interests
in joint ventures, deferred tax assets are recognised only to the extent that it is probable that the temporary
differences will reverse in the foreseeable future and taxable profit will be available against which the temporary
differences can be utilised.
The carrying amount of deferred tax asset is reviewed at each balance sheet date and reduced to the extent that it
is no longer probable that sufficient taxable profit will be available to allow all or part of the deferred tax asset to be
utilised. Unrecognised deferred tax assets are reassessed at each balance sheet date and are recognised to the
extent that it has become probable that future taxable profit will allow the deferred tax asset to be utilised.
Deferred tax assets and liabilities are measured at the tax rates that are expected to apply to the year when
the asset is realised or the liability is settled, based on tax rates and tax laws that have been enacted or
substantively enacted at the balance sheet date.
Deferred tax relating to items recognised outside profit or loss is recognised outside profit or loss. Deferred tax items
are recognised in correlation to the underlying transaction either in other comprehensive income or directly in
equity and deferred tax arising from a business combination is adjusted against goodwill on acquisition.
Deferred tax assets and deferred tax liabilities are offset if a legally enforceable right exists to set off current
income tax assets against current income tax liabilities and the deferred taxes relate to the same taxable
entity and the same taxation authority.
Tax benefits acquired as part of a business combination, but not satisfying the criteria for separate
recognition at that date, would be recognised subsequently if new information about facts and circumstances
changed. The adjustment would be treated either as a reduction to goodwill (as long as it does not exceed
goodwill) if incurred during the measurement period or in profit or loss.
• where the sales tax incurred on a purchase of assets or services is not recoverable from the taxation authority, in
which case the sales tax is recognised as part of the cost of acquisition of the assets or as
part of the expense item as applicable; and
• where receivables and payables are stated with the amount of sales tax included.
The net amount of sales tax recoverable from or payable to the taxation authority is included as part of
receivables or payables in the balance sheet.
2.24 Segm ent reporting
For management purposes, the Group is organised into operating segments based on their products and services,
which are independently managed by the respective segment managers responsible for the performance of the
respective segments under their charge.
The segment managers report directly to the management of the Company which regularly reviews the segment
results in order to allocate resources to the segments and to assess the segment performance. Additional
disclosures on each of these segments are shown in Note 38, including the factors used to identify the reportable
segments and the measurement basis of segment information.
2.25 Share capita l and share issue exp enses
Proceeds from issuance of ordinary shares net of directly attributable expenses are recognised as share capital in equity.
2.26 Tr easury shares
The Group’s own equity instruments, which are reacquired (treasury shares) are recognised at cost (including
directly attributable expenses) and deducted from equity. No gain or loss is recognised in profit or loss on the
purchase, sale, issue or cancellation of the Group’s own equity instruments. Any difference between the carrying
amount of treasury shares and the consideration received, if reissued, is recognised directly in equity. Voting
rights related to treasury shares are nullified for the Group and no dividends are allocated to them respectively.
2.27 Perpetu al capital securities
The perpetual capital securities do not have a maturity date and the Company is able to elect to defer making a
distribution subject to the terms and conditions of the securities issue. The Company is considered to have no
contractual obligation to make principal repayments or distributions in respect of its perpetual capital securities
issue. Accordingly, the perpetual capital securities do not meet the definition for classification as financial liability
and are presented within equity. Distributions are treated as dividends which will be directly debited from equity.
Incremental costs directly attributable to the issue of the perpetual capital securities are deducted against the
proceeds from the issue.
2 .2 8 Con ti ng enc i es
A contingent liability is:-
a. a possible obligation that arises from past events and whose existence will be confirmed only by the occurrence
or non-occurrence of one or more uncertain future events not wholly within the control of the Group; or
b. a present obligation that arises from past events but is not recognised because:
i. it is not probable that an outflow of resources embodying economic benefits will be required to settle the obligation; or
ii. the amount of the obligation cannot be measured with sufficient reliability.
A contingent asset is a possible asset that arises from past events and whose existence will be confirmed only by the
occurrence or non-occurrence of one or more uncertain future events not wholly within the control of the Group.
Contingent liabilities and assets are not recognised on the balance sheet of the Group, except for contingent
liabilities assumed in a business combination that are present obligations and for which the fair values can be
reliably determined.
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• fair value hedges when hedging the exposure to changes in the fair value of a recognised asset or liability or
an unrecognised firm commitment; or
• cash flow hedges when hedging exposure to variability in cash flows that is either attributable to a particular risk
associated with a recognised asset or liability or a highly probable forecast transaction or the foreign currency risk in an
unrecognised firm commitment.
a. Fair value hedges
Fair value hedge accounting is applied to hedge the Group’s exposure to changes in the fair value portion
of such an asset or liability or an identified portion of such an asset or liability that is attributable to a
particular risk – commodity price risk that could affect the profit and loss account. For fair value hedges, the
carrying amount of the hedged item (inventories) is adjusted for gains and losses attributable to the risk being
hedged, the derivative (hedging instrument) is remeasured at fair value, gains and losses from both are taken
to the profit and loss account.
When inventories are designated as a hedged item, the subsequent cumulative change in the fair value
of these inventories attributable to the hedged commodity price risk is recognised as part of inventories with a
corresponding gain or loss in the profit and loss account. The hedging instrument is recorded at fair value as
an asset or liability and the changes in the fair value of the hedging instrument are also recognised in the
profit and loss account.
The application of hedge accounting is discontinued in cases where the Group revokes the hedging relationship.
Effective from SFRS(I) 9, hedging relationships may not be voluntarily revoked unless there is a change in risk
management objective. Accordingly, in cases where a hedging relationship ceases to meet the hedge
effectiveness requirement relating to the hedge ratio but the risk management objective remains unchanged,
the Group adjusts the hedging ratio to re-establish the effectiveness of the hedging relationship. Furthermore,
the Group discontinues the application of hedge accounting in cases where there is a change in the risk
management objective for the hedging relationship.
b. Cash flow hedges
For each cash flow hedge relationship, the effective part of any gain or loss on the derivative financial
instrument is recognised directly in other comprehensive income. Amounts recognised as other comprehensive
income are transferred to profit or loss when the hedged transaction affects profit or loss. The ineffective part
of any gain or loss is recognised immediately in the profit and loss account at the time hedge effectiveness is
tested.
When a cash flow hedge is discontinued, any cumulative gain or loss previously recognised in other
comprehensive income will remain in the cash flow hedge reserve until the future cash flows occur.
If the hedged future cash flows no longer expected to occur, the net cumulative gain or loss is immediately
reclassified to profit and loss account.
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Revenue from sale of services mainly represents ginning, toll processing income and freight charter income.
For further disaggregation disclosure of revenue from contracts with customers by business and geographical segments
– refer to Note 38.
5. Other income
Other income included the following:-
Group
2023 2022
$’000 $’000
Gain on disposal of joint venture and associate 7,240 2,804
Commissions and claims, sale of packaging materials, sales of scrap and others 119,064 90,480
126,304 93,284
1. Foreign exchange on cost of goods sold relate to foreign exchange movement arising between the time of purchase of goods and the time of sale of
such goods.
2. Export incentives and subsidies relate to income from government agencies of various countries for subsidised agricultural inputs to farmers and export
of agricultural products.
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7. Other expenses
Other expenses are stated after (charging)/crediting:-
Group
2023 2022
$’000 $’000
Loss on disposal of joint venture (840) –
Gain on disposal of property, plant and equipment and intangible assets, net 6,404 956
Employee benefits expenses (Note 30) (1,514,057) (1,387,576)
Gain/(loss) on foreign exchange, net 120,599 (134,734)
Bank charges (76,422) (88,228)
Travelling expenses (77,208) (71,428)
Transaction costs incurred in business combinations – (3,151)
Impairment loss on financial assets − Trade receivables (Note 17) (9,971) (26,197)
Allowance for doubtful debts − Advance payments to suppliers (Note 20) (7,999) (13,399)
Impairment of investment in joint venture (Note 15(a)) (22) –
Group re-organisation costs 1 (61,471) (112,060)
Business restructuring and closure costs – (217)
Auditor’s remuneration:
• Ernst & Young LLP, Singapore 2 (6,223) (6,727)
• Other member firms of Ernst & Young Global 2 (10,076) (9,845)
Non-audit fees:
• Ernst & Young LLP, Singapore 3 (2,408) (2,811)
• Other member firms of Ernst & Young Global 3 (173) (1,030)
1. The Group re-organisation costs relates to the announcement of 20 January 2020, where the Group announced that it would pursue a re-
organisation of its portfolio of businesses into three new operating groups, namely, ofi, Olam Agri and the remaining businesses. The remaining phases
of the re-organisation exercise continued into the current financial year.
2. Post the Group re-organisation which completed in the prior year, the audit fees paid to Ernst & Young LLP, Singapore and other member firms of
Ernst & Young Global relates to additional statutory financial statements requirements in Singapore and globally.
3. In the current financial year, non-audit fees paid to Ernst & Young LLP, Singapore mainly relate to the work performed for financial due diligence of
Olam Agri in connection to the proposed listing of the Olam Agri on both Singapore Stock Exchange and Tadawul in the Kingdom of Saudi Arabia. In
the prior financial year, non-audit fees paid to Ernst & Young LLP, Singapore mainly relate to the work performed for financial due diligence of ofi in
connection with the ofi IPO on the London Stock Exchange which was updated for prior year purposes.
8. Finance costs
Finance costs include the following:-
Group
2023 2022
$’000 $’000
Interest expense:
• On bank overdrafts 58,834 57,319
• On bank loans 1,015,355 593,632
• On medium-term notes 59,961 101,834
• On bonds 2,884 3,122
• On lease liabilities (Note 10, 24) 57,582 58,698
• Others 118,998 65,856
1,313,614 880,461
Less: interest expense capitalised in:
• Property, plant and equipment and bearer plants (22,553) (30,848)
1,291,061 849,613
Interest was capitalised to capital work-in-progress and bearer plants by various subsidiaries of the Group at rates
ranging from 6.25% to 12.47% (2022: from 2.83% to 7.50%) per annum.
9. Income tax
a. Major compo nents of inco me tax expen se
Group
2023 2022
$’000 $’000
Profit and loss account
Current income tax:
• Singapore 37,481 72,281
• Foreign 184,717 197,328
Over provision in respect of prior years 1,301 (283)
223,499 269,326
Deferred income tax:
• Singapore (7,615) 11,583
• Foreign (156,006) (105,324)
Income tax expense 59,878 175,585
Group
2023 2022
$’000 $’000
Statement of comprehensive income:
Deferred income tax related to items credited directly to other comprehensive income:
Net change in fair value adjustment reserves for derivative financial instruments designated
as hedging instruments in cash flow hedges (135) (617)
Deferred tax recorded in other comprehensive income (135) (617)
1. The above reconciliation is prepared by aggregating separate reconciliations for each national jurisdiction.
2. The Group has two wholly-owned subsidiaries who are approved companies under the Global Trader Programme (‘GTP’) of Enterprise Singapore.
By virtue of this, both subsidiaries under the GTP tax incentive are entitled to a concessionary income tax rate of 5% for a period of 5 years from
(i) 1 January 2023 until and including 31 December 2027 and (ii) 1 January 2022 until and including 31 December 2026, respectively on qualifying
activities, products and income.
The Group has one wholly-owned subsidiary (2022: two wholly-owned subsidiaries) who is an approved company under the Expansion Incentive
(‘DEI’) - International Headquarters (‘IHQ’) award of Singapore Economic Development Board. By virtue of this, the subsidiary is entitled to a
concessionary income tax rate of 5% (2022: 5.0%-5.5%) for a period of 5 years from 1 January 2022 until and including 31 December 2026 on
qualifying income derived from the qualifying activities.
There are two other wholly-owned subsidiary companies that are taxed at a concessionary income tax rate of 8% under the Finance and
Treasury Centre (‘FTC’) status awarded by Enterprise Singapore. The concessionary tax rate is for a period of (i) 5 years effective from 1 March
2017 until and including 28 February 2027 (renewed for 1 March 2022 until and including 28 February 2027) and (ii) 5 years from 1 January 2022
until and including 31 December 2026, respectively on qualifying activities and income.
3. One of the Company’s wholly-owned subsidiary companies, Olam Maritime Freight Pte Ltd has been awarded the Approved International
Shipping Enterprise status under the Maritime Sector Incentive (MSI-AIS) administered by the Maritime and Port Authority of Singapore (MPA) for
a period of 10 years, from 15 August 2022 to 14 August 2032, where income derived from qualifying activities are tax exempt in Singapore.
Apart from the above, there are ten (2022: ten) other subsidiaries within the Group that are taxed at the preferential tax rate ranging from 0% to
17.5% (as opposed to the local headline/statutory tax rates ranging from 17% to 35%) by the local tax authorities for periods ranging from 0 to 6
years (2022: 0 to 7 years), except two subsidiaries which does not have an expiry date on preferential tax rate.
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Unrecog nis ed ta x losses and capita l allowances for which no d eferred ta x assets have b een recognis ed
The Group has tax losses of approximately $442,900,000 (2022: $555,785,000) and capital allowances of
$17,613,000 (2022: $31,640,000) that are available for offset against future taxable profits of the companies in
which the losses arose for which no deferred tax asset has been recognised. The use of these tax losses is subject to
the agreement of the tax authorities and compliance with certain provisions of the tax legislation of the respective
countries in which the companies operate and there is no expiry date on the utilisation of such tax losses and
capital allowances for offset against future taxable profits, except for amounts of $392,251,000 (2022:
$402,871,000) which will expire over financial years 2023 to 2031.
Unr ecog nis ed tem p ora ry d i f f eren ce s r el a ti ng to in ve st m en ts in s ub s id ia ri es a nd j oin t v en tur es
At the end of the financial years ended 31 December 2022 and 31 December 2023, no deferred tax liability has been
recognised for taxes that would be payable on the undistributed earnings of certain of the Group’s subsidiaries and
joint ventures as:-
• The Group has determined that undistributed earnings of its subsidiaries will not be distributed in the foreseeable future; and
• The joint ventures of the Group cannot distribute its earnings until it obtains the consent of both parties. At the end of the
reporting period, the Group does not foresee giving such consent.
Such unrecognised taxable temporary difference associated with undistributed retained earnings of investments in
subsidiaries and joint ventures amounted to $324,035,000 (2022: $204,781,000). These retained earnings are
subject to withholding tax upon distribution.
Ta x con seq u e nce s of p rop o sed d i vid end s
There are no income tax consequences attached to the dividends to the shareholders proposed by the Company but
not recognised as a liability in the financial statements in respect of the current and previous financial year (Note 27).
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1. Other assets comprise of vessel charter contracts, motor vehicles, office equipment and computers.
Am o u nt r ec og n is ed i n p r of it a nd lo s s
Group
2023 2022
$’000 $’000
Interest expense on lease liabilities (Note 8) 57,582 58,698
Expenses relating to variable leases (included in Cost of Goods Sold) 24,348 32,342
Expenses relating to short-term leases (included in Other Operating Expenses) 79,852 77,837
Expenses relating to leases of low value assets (included in Other Operating Expenses) 4,555 4,746
These leases have no contingent rent provision included in the contracts. Lease terms do not contain restrictions on the
Group’s activities concerning dividends, additional debt or further leasing. The Group had total cash outflows for leases
of $321,251,000 in the current financial year (2022: $333,254,000).
2. Other assets comprise of motor vehicles, furniture and fittings, office equipment and computers.
The Group’s land, buildings, plant and machinery with a carrying amount of $95,196,000 (2022: $137,787,000) have
been pledged to secure the Group’s borrowings as set out in Note 24. Bearer plants consist of mature and immature
almond orchards, coffee, pepper, palm and rubber plantations. All trees within the Group’s mature plantations
presently consist of trees aged between 1 and 31 years (2022: 1 and 31 years).
Immature plantations mainly consist of almond orchards, pepper, palm and rubber trees aged between 1 and 8 years
(2022: 1 and 7 years) amounting to $84,754,000 (2022: $229,037,000).
At the end of the financial year, the Group’s total planted area of plantations is approximately 108,193 (2022: 110,445)
hectares, excluding hectares for those commodities whose plantations are not managed by the Group.
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1. Brands and trademarks include ‘OK Foods’, ‘OK Sweets’, ‘US Cotton’, ‘Jain Farm Fresh Foods’, ‘Gel Spice’ and ‘Olde Thompson’ brands/trademarks.
The useful lives of the brands/trademarks are estimated to be indefinite as management believes there is no foreseeable limit to the period over which
the brands/trademarks are expected to generate net cash flows for the Group.
3. Water rights relate to perpetual access to share of water from a specified consumptive pool.
4. Concession rights consist of rights to harvest trees in designated areas. Amortisation is charged over the estimated useful life of the concession rights.
5. Others comprise land use rights, trade names, marketing agreements and non-compete fees. Land use rights relate to rights to land where the Group
has acquired plantations. Amortisation is charged over the estimated useful lives of the land use rights.
The recoverable amounts of the CGUs have been determined based on value in use calculations using cash flow
projections from financial budgets approved by management covering a five year period. The discount rates applied to
the cash flow projections and the forecasted growth rates used to extrapolate cash flows beyond the five year period
are as follows:-
The calculations of value in use for the CGUs are most sensitive to the following assumptions:-
Forecasted EBITDA – Forecasted EBITDA are based on average values achieved at prevailing market conditions at the
start of the budget period.
Growth rates – The growth rates indicated are as estimated by the management based on published industry research
and do not exceed the long-term average growth rate for the industries relevant to the CGUs. At 1.00% change in
growth rate assumption, the recoverable value would change in the range of 2.9% to 13.2% (2022: 3.7% - 11.8%).
Discount rates – Discount rates reflect management’s estimate of risks specific to each CGU. This is the benchmark
used by management to assess operating performance and to evaluate future investment proposals. At 1.00% change
in discount rate assumption, the recoverable value would change in the range of 3.9% to 16.2% (2022: 3.6% - 15.0%).
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Fruits on trees
During the financial year, the Group harvested approximately 55,423 metric tonnes (2022: 56,997 metric tonnes)
of almonds, which had a fair value less estimated point-of-sale costs of approximately $272,319,000 (2022:
$421,203,000) net of exceptional loss of $166,424,000 on the Australia almonds due to a lower crop yield on harvesting
(Note 38(1)). The fair value of almonds was determined with reference to the market prices at the date of harvest.
The fair value of fruits on trees (almonds) is estimated using the present value of expected net cash flows from the
biological assets. The following table shows the key inputs used:-
Key inputs Inter-relationship between key inputs and fair value measurement
Discount rates of 8.0% (2022: 8.0%) per annum The estimated fair value increases as the estimated
discount rate per annum decreases, and vice versa.
Market prices approximating $9,038 (2022: $9,312) per metric tonne The estimated fair value increases as the respective
inputs increase, and vice versa.
Estimated yields per annum from harvest approximating 51,237 metric tonnes The estimated fair value increases as the respective
inputs increase, and vice versa.
Annual crops
Annual crops consist of various commodities such as cotton, onions, tomatoes, other vegetables and rice. For onions,
tomatoes and other vegetables, the Group provides seeds to farmers to sow and grow. For such annual crops where seeds
are provided, the Group continues to control the crops throughout the process as the Group has continued ownership of the
seeds (and crops being grown) during the period of growing up to harvest although the farmers take all the harvest risks and
bear all the farming costs. The Group has the contractual obligation to buy the produce from these farmers, when these
annual crops are harvested, if the specified quality is met. For cotton and rice, the Group manages its own farms.
At the end of the financial year, the Group’s total planted area of annual crops is approximately 95,328 (2022: 85,114)
hectares, excluding for those commodities where farms are not managed by the Group.
The annual crops have been valued using adjusted cost, based on the estimate of the yield and cost of the crop at
harvest discounted for the remaining time to harvest, which approximates fair value.
Livesto ck
Livestock relates mainly to dairy cattle in Russia. At the end of the financial year, the Group held approximately 14,000
(2022: 13,000) cows, which are able to produce milk (mature assets) and approximately 19,000 (2022: 20,000) heifers
and calves, being raised to produce milk in the future (immature assets). The cows produced approximately 161 million
litres (2022: 157 million litres) of milk with a fair value less estimated point-of-sale costs of $140,101,000 (2022:
$159,982,000) during the financial year.
The fair value of livestock is determined based on valuations using the income approach by an independent professional valuer
using market prices ranging from $1,889 to $4,846 (2022: $2,107 to $5,359) of livestock of similar age, breed and generic merit.
Poultry
Poultry relates mainly to parent birds (chickens) for producing day-old chicks in Nigeria. At the end of the financial
year, the Group held approximately 344,000 in 2023 (2022: 247,000) chickens.
Loans to subsidiary companies are unsecured, non-interest bearing and are not repayable within the next 12 months.
Acquisitio n of remaining 15% ownersh ip interest from non-co nt rolli ng in t erest in one subsid iary
In the current financial year, the Group acquired remaining 15% ownership interest in YTS Holdings Pte Ltd for a total
consideration of US$22,320,000 (approximately $29,940,000). Out of the total consideration, US$19,500,000
(approximately $26,157,000) has been paid with US$2,820,000 (approximately $3,783,000) to be deferred and paid
quarterly over twelve equal instalments of US$235,000 (approximately $315,000) each. The net impact on the
acquisition amounting to US$13,107,000 (approximately $17,582,000) has been adjusted in ‘Capital Reserves’ in equity.
P a r tia l d iv es t m en t o f s u b s i d ia r y
In the prior financial year, the Group through a wholly-owned subsidiary completed the sale of 35.43% stake in the
Olam Agri business to SALIC International Investment Company. The Group has received cash proceeds of
US$1,240,000,000 (approximately $1,710,229,000) and has recorded the resultant gain of $1,196,347,000, net of
transaction cost, to its capital reserves in equity. Following the completion of the sale, the Group owns 64.57% of Olam
Agri Holdings Limited, the holding company for all of the Olam Agri businesses, with the balance of 35.43% owned by
SALIC International Investment Company.
During the current financial year, there was an adjustment to the original consideration paid in the prior year amounting
to US$50,310,000 (approximately $67,355,000) as a result of the net assets adjustment upon conclusion of the audited
subgroup financial statements. This has been recorded in ‘Capital Reserves’ in equity.
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(a) Sourcing, processing, packaging and merchandising of agricultural products and inputs.
(b) Investment holding.
(c) Agricultural operations.
(d) Treasury activities.
(e) Freight operations.
1. Audited by Ernst & Young, Singapore.
2. Audited by member firms of Ernst & Young Global.
3. Audited by local CPA firms.
4. No statutory audit required as per local laws.
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2023 2022
$’000 $’000
Joint ventures (Note 15(a)) 14,126 13,118
Associates (Note 15(b)) 263,257 260,553
277,383 273,671
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1. Loan to associate is unsecured, not expected to be repayable within the next 12 months and are interest-free.
Investment in associate
In 2022, the Company had entered into an agreement to divest the investment in associate - Food Security Holding
Company for a consideration amounting to approximately $25,749,000 (US$18,667,000). As at 31 December 2022,
the divestment was not completed due to existing conditions precedent to the sale and purchase agreement not
being met and management has accounted for the investment as ‘Non-current asset held of sale’ on the balance
sheet as a ‘Current’ asset in accordance with SFRS(I) 5 (Note 21).
The sale has been legally completed in the current financial year and the net gain on disposal of $7,156,000 has
been recorded in ‘Other Income’ in the profit and loss account.
Loans to subsidiaries, net include loan to a subsidiary amounting to $738,577,000 (2022: $913,541,000) which bear
interest at 6.72% (2022: 5.23%) per annum, repayable on demand and are to be settled in cash. The remaining amount
is non-interest bearing, unsecured, repayable on demand and are to be settled in cash.
The other amounts are non-interest bearing, unsecured, subject to trade terms or repayable on demand, and are to be
settled in cash.
Amounts due from subsidiary companies (net) denominated in currencies other than functional currency of the
Company are as follows:-
Company
2023 2022
$’000 $’000
Singapore Dollar (373,617) (12,847)
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Trade receivables are non-interest bearing and are subject to trade terms of 30 to 60 days’ terms. They are recognised
at their original invoice amounts, which represent their fair values on initial recognition. Indirect tax receivables comprise
goods and services, value-added taxes and other indirect forms of taxes.
The Group have factoring facilities utilised by the Company and certain wholly-owned subsidiaries, whereby trade
receivables are sold at their nominal value minus a discount ranging from 2.0% - 5.0% (2022: 2.0% - 3.0%) in exchange
for cash, on a non-recourse basis. The amount of the receivables sold net of discounts and derecognised as at
31 December 2023 amounted to $867,753,000 (2022: $1,242,809,000).
Trade receivables denominated in currencies other than functional currencies of Group companies are as follows:-
Group
2023 2022
$’000 $’000
Euro 289,801 455,617
United States Dollar 78,108 158,253
Great Britain Pounds 73,268 52,409
Trade receivables include amounts due from associate of $12,657,000 (2022: $6,434,000) and due from joint ventures
of $1,1,39,000 (2022: 6,398,000) and due from shareholder related companies of $11,132,000 (2022: $5,509,000).
The expected credit loss provision as at 31 December 2023 and 2022 is determined as follows:-
Group
2023 2022
$’000 $’000
Trade receivables measured at amortised cost 3,162,281 2,699,468
Less: Lifetime expected credit loss for trade receivables (121,249) (117,759)
Total trade receivables measured at amortised cost 3,041,032 2,581,709
R ec ei v a b l es t h a t a r e p a s t d u e b u t n o t i m p a ir ed
The analysis of the Group’s ageing for receivables that are past due but not impaired is as follows:-
Group
2023 2022
$’000 $’000
Trade receivables past due but not impaired:-
Less than 30 days 591,008 363,767
30 to 60 days 108,215 268,370
61 to 90 days 34,818 72,287
91 to 120 days 40,650 65,999
121 to 180 days 11,022 69,695
More than 180 days 23,830 34,795
19. Inventories
Group
2023 2022
$’000 $’000
Balance sheets:
Commodity inventories at fair value 5,757,804 4,569,514
Commodity inventories at the lower of cost and net realisable value 4,052,248 4,377,810
9,810,052 8,947,324
Profit and loss account:
Inventories recognised as an expense in cost of goods sold inclusive
of the following (charge)/credit: (39,138,027) (42,717,102)
• Inventories written down (52,727) (65,761)
• Reversal of write-down of inventories 1 22,238 15,346
1. The reversal of write-down of inventories is made when the related inventories are sold above their carrying amounts.
Advance payments to suppliers denominated in currencies other than functional currencies of Group companies are as follows:-
Group
2023 2022
$’000 $’000
Euro 45,629 20,640
United States Dollar 24,902 14,865
Great Britain Pounds 6 8
The movement in the allowance accounts for advance payment to suppliers is as follows:-
Group
2023 2022
$’000 $’000
Movement in allowance accounts:-
As at beginning of year 22,863 13,863
Charge for the year 14,895 14,921
Written back (6,896) (1,522)
Written off (2,452) (3,336)
Foreign currency translation adjustments (2,009) (1,063)
As at end of year 26,401 22,863
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1. Included in Sundry receivables is an amount of $9,271,000 that remains outstanding and to be received in 2024 in relation to the fourth and final
instalment payment of the sale of a joint venture to a third party in the prior years.
2. These relate to incentives and subsidies receivable from the Government agencies of various countries for subsidised agricultural input and export of
agricultural products. There are no unfulfilled conditions or contingencies attached to these incentives and subsidies.
3. Amount due from a third party is non-interest bearing, unsecured, repayable on demand and are to be settled in cash.
4. Staff advances are interest-free, unsecured, repayable within the next 12 months and are to be settled in cash.
5. Insurance receivables mainly pertain to pending marine, forced abandonment and inventories insurance claims. The outstanding claims are currently
being processed by the insurance companies for final settlement.
6. Prepayments mainly pertain to prepaid shipping and logistics related expenses incurred for sourcing, processing, packaging and merchandising
of agricultural products and inputs.
Trade payables are non-interest bearing. Trade payables are subject to trade terms of 30 to 60 days’ terms while other
payables have an average term of two months.
Trade payables and accruals denominated in currencies other than functional currencies of Group companies are as follows:-
Group Company
2023 2022 2023 2022
$’000 $’000 $’000 $’000
Great Britain Pounds 859,873 494,665 – –
Euro 240,918 132,808 – –
United States Dollar 80,711 90,798 – –
Singapore Dollar 27,051 13,302 3,033 2,934
Australian Dollar 286,905 242,769 – –
Accruals mainly relate to operating costs such as logistics, insurance premiums and employee benefits.
Non-current:
Other non-current liabilities 66,124 67,114
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Borrowings denominated in currencies other than functional currencies of Group companies are as follows:-
Group
2023 2022
$’000 $’000
Singapore Dollar 598,402 597,661
Japanese Yen 856,322 430,026
United States Dollar 82,483 39,648
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Lease liabilities include variable rent payments amounting to $324,725,000 (2022: $336,270,000) which is based on
expected future harvest yields and future market prices of agricultural products.
Lease liabilities bear interest ranging from 1.00% to 13.50% (2022: 0.41% to 14.77%) per annum and are repayable
between 1 and 37 years (2022: 1 and 38 years).
Ch a n g e in l ia b il it ies a r is ing f r o m f in a n c i n g a c t iv it ie s
A reconciliation of liabilities arising from financing activities is as follows:-
Group
2022 Cash flows 2023
$’000 $’000 Non-cash changes $’000
Net movement in Acquisition of Foreign exchange
lease liabilities subsidiary movement
$’000 $’000 $’000
Group
2021 Cash flows 2022
$’000 $’000 Non-cash changes $’000
Net movement in Acquisition of Foreign exchange
lease liabilities subsidiary movement
$’000 $’000 $’000
Bank borrowings (excluding bank overdrafts
and lease liabilities) 12,576,743 404,129 – 42,848 (177,633) 12,846,087
Lease liabilities 977,815 (165,696) 236,419 28,680 (50,196) 1,027,022
Medium-term notes 2,999,893 (923,150) – – 5,458 2,082,201
Adjusted weighted average number of ordinary shares applicable to diluted earnings per share 3,843,904,100 3,827,120,214
There have been no other transactions involving ordinary shares or potential ordinary shares since the reporting date
and the date of these financial statements.
26. Share capital, treasury shares, perpetual capital securities and warrants
a. Share capita l
Group
31 December 2023 31 December 2022
No. of shares $’000 No. of shares $’000
Ordinary shares issued and fully paid 1
Balance at beginning of year 3,842,625,185 6,233,595 3,752,443,181 4,339,545
Issue of treasury shares on exercise of share options – – 8,328,030 26,564
Cancellation of treasury shares – – (647) (1)
Issue of shares to shareholders on group re-organisation – – 81,854,621 1,867,487
Balance at end of year 3,842,625,185 6,233,595 3,842,625,185 6,233,595
1. The holders of ordinary shares are entitled to receive dividends as and when declared by the Group. All ordinary shares carry one vote per share
without restriction. The ordinary shares have no par value.
Company
31 December 2023 31 December 2022
No. of shares $’000 No. of shares $’000
Ordinary shares issued and fully paid 1
Balance at beginning of year 3,842,625,185 6,233,595 1 –*
Issue of shares to shareholders on group re-organisation – – 3,842,625,184 6,233,595
Balance at end of year 3,842,625,185 6,233,595 3,842,625,185 6,233,595
1. The holders of ordinary shares are entitled to receive dividends as and when declared by the Company. All ordinary shares carry one vote per
share without restriction. The ordinary shares have no par value.
* Amount is less than $1,000
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26. Share capital, treasury shares, perpetual capital securities and warrants continued
b. Treas ury shar es
Group
31 December 2023 31 December 2022
No. of shares $’000 No. of shares $’000
Ordinary shares issued and fully paid
Balance at beginning of year 1 4,868,700 6,543 61,861,826 114,446
Use of treasury shares for share awards/options 2 (226,700) (367) (61,861,826) (114,446)
Share buyback during the year 3 20,810,000 24,870 4,868,700 6,543
Balance at end of year 25,452,000 31,046 4,868,700 6,543
1. All ordinary shares carry one vote per share without restriction. The ordinary shares have no par value.
2. A total of 226,700 treasury shares were transferred to Non-Executive Directors, representing approximately 30% remuneration in lieu of cash for
the financial year ended 31 December 2023. OIL used 61,861,826 treasury shares during the previous financial year towards the release of the
employees share options, performance share awards and restricted share awards.
3. These treasury shares relate to those of the Company that were bought back during the current financial year.
Company
31 December 2023 31 December 2022
No. of shares $’000 No. of shares $’000
Ordinary shares issued and fully paid 1
Balance at beginning of year 4,868,700 6,543 – –
Use of treasury shares for share awards/options (226,700) (367) – –
Share buyback during the year 2 20,810,000 24,870 4,868,700 6,543
Balance at end of year 25,452,000 31,046 4,868,700 6,543
1. The holders of ordinary shares are entitled to receive dividends as and when declared by the Company. All ordinary shares carry one vote per
share without restriction. The ordinary shares have no par value.
2. These treasury shares relate to those of the Company that were bought back during the current financial year.
27. Dividends
Group Company
2023 2022 2023 2022
$’000 $’000 $’000 $’000
Declared and paid during the financial year ended:-
Dividends on ordinary shares:
• One tier tax exempted interim dividend for financial year ended
31 December 2023: $0.03 (2022: $0.04) per share 115,005 153,705 115,005 153,705
• One tier tax exempted second and final dividend for financial year
ended 31 December 2022: $0.045 (2021: $0.045) per share 172,709 172,524 172,709 –
287,714 326,229 287,714 153,705
Proposed but not recognised as a liability as at:-
Dividends on ordinary shares, subject to shareholders’ approval
at the Annual General Meeting:
• One tier tax exempted second and final dividend for financial
year ended 31 December 2023: $0.04 (2022: $0.045) per share 152,687 172,699 152,687 172,699
1. Amounts utilised by subsidiary companies on the bank facilities secured by corporate guarantees amounted to $11,558,609,000 (2022: $5,653,352,000).
The Company has agreed to provide continuing financial support to certain subsidiary companies.
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i. The Brazilian Public Ministry of Labor filed proceedings in the 2nd Labor Court in Ilhéus/State of Bahia in Brazil
against the Group in connection with the regulatory and enforcement authorities investigations, we received a
favourable ruling and are now currently awaiting to determine if the decision is final or appealable.
ii. The Group was named in federal class action lawsuit in the United States District Court of New Columbia in
connection with the regulatory and enforcement authorities investigations, with the Group achieved success in the
Joint Motion to Dismiss the Collingsworth case, however the Plaintiff has appealed and the appeal is pending.
iii. On June 10, 2022, a wholly-owned subsidiary of the Company – Olam Global Agri Pte Ltd (“OGAPL”) chartered an oil
and chemical tanker "Yuandong" (the "Yuandong Vessel") from the vessel's charterers, Hongkong Yuandong Shipping Ltd
(the “Demise Charterers”) in order to perform two contracts on the purchase of Indonesian palm oil (the "Palm Oil
Contracts") from the seller, AAStar Trading Pte Ltd (“AAStar”). AAStar alleges that OGAPL breached the Palm Oil
Contracts because the Yuandong Vessel had left the port on 7 July 2022 without taking delivery of the cargo before the
end of the delivery period as stipulated. On 10 August 2022, AAStar served an arbitration claim through the Palm Oil
Refiners Association of Malaysia ("PORAM") on OGAPL seeking recovery of US$20.3 million plus interest and costs.
OGAPL 's defence and counter claim submissions in the PORAM arbitration proceedings was served on 8 December
2022. In 2023, both parties continued into the arbitration process and on 27 September 2023, the PORAM Tribunal
issued its Award ordering that OGAPL pays AAStar the sum of USD 18,588,750, plus interest on that sum at the rate of
6% per annum from 6 August 2022 to 27 September 2023. The PORAM Arbitration Rules provide that either party may
appeal the first tier Award to a PORAM Board of Appeal. OGAPL has issued Notice of Appeal on 17 October 2023. OGAPL
served its Appeal Submissions on 14 December 2023. AASTar's Appeal Submissions were served on 19 January 2024.
OGAPL's Appeal Reply Submissions were served on 12 February 2024 in the PORAM arbitral proceedings. AAStar has
served their Appeal Reply Submission on 18 March 2024.
In relation to the above PORAM arbitration, OGAPL has separately served claim submissions against the Demise
Charterers to the Singapore Chamber of Maritime Arbitration ("SCMA"), seeking a full indemnity in respect of the
AAStar claim. The parties have exchanged claim, defense and reply submissions in the SCMA arbitration. OGAPL
has separately served an application in the SCMA proceeding for orders directing the Demise Charterers to provide
security (i) for OGAPL 's claim; or (ii) in the alternative, OGAPL 's costs of the arbitration. In response, the Demise
Charterers have filed an application challenging the jurisdiction of the SCMA arbitration on the alleged basis that
the Demise Charterers were not a contracting party to the Charterparty. The arbitrators have reserved their
decision for consideration.
The facts and circumstances of these proceedings are assessed on a regular basis to determine if the criteria for
recognising a provision in accordance with SFRS(I) 1-37 are met. At 31 December 2023 and 31 December 2022, the
Group has concluded that the recognition criteria have not been met, as such no liability has been recognised in
relation to these matters in the consolidated statement of financial position at the end of the reporting periods as both
have been assessed by the Group to be remote.
In the prior financial year, share-based expense includes an amount of $20,412,000 relating to acceleration of all
outstanding share options and performance and restricted share awards (Note 38). There is no such expense in the
current financial year.
a. Olam Share Grant Plan (“ OSGP”)
On 30 October 2014, the Olam Share Grant Plan (‘OSGP’) was approved by shareholders of Olam International
Limited at an Extraordinary General Meeting. The OSGP is a share-based incentive plan which involves the award
of fully-paid shares, when and after pre-determined performance or service conditions are accomplished. The
actual number of shares to be delivered pursuant to the award granted will range from 0% to 192.5% and 200% of
the base award and is contingent on the achievement of pre-determined targets set out in the three-year
performance period and other terms and conditions being met.
The fair value of services received in return for shares awarded is measured by reference to the fair value of shares
granted under the OSGP. The estimate of the fair value of the services received is measured based on a Monte
Carlo simulation model, which involves projection of future outcomes using statistical distributions of key random
variables including share price and volatility of returns. The inputs to the model used for the shares granted are
shown below:-
Plan: RSA RSA RSA
Grant date: 3 March 2022 9 April 2021 3 April 2020
Dividend yield (%) 4.421 4.571 5.070
Expected volatility (%) 26.603 23.006 23.482
Risk-free interest rate (%) 0.985 – 1.564 0.601 0.625
Expected term (years) 1.08 – 4.08 2.98 2.99
Share price at date of grant ($) 1.78 1.750 1.360
Fair value at date of grant – RSA ($) 1.595 1.556 1.198
The number of contingent shares granted but not released for RSA awards as at 31 December 2023 was 34,434,687
(2022: RSA awards was 51,469,697).
In 2022, the NRC had determined that a trust be set up by a wholly-owned subsidiary, Olam Holdings Pte. Ltd. to be used
to satisfy the unvested RSA and that unvested Shares (defined to be “Olam Group Limited Shares”) under the RSA was
fully issued and/or transferred by Olam International Limited to the trustee prior to the Scheme Effective Date to hold
under the trust. The trustee will hold such Olam Group Limited Shares on trust so as to satisfy the outstanding RSA. The
said Olam Group Limited Shares will be released by the trustee to the respective RSA holders in accordance with the
original vesting schedule of the RSA, and subject to the same conditions for vesting as provided in the RSA and under the
OSGP, save for limited exceptions in which the continued employment requirement may not apply.
b. Jiva Employee Op tio n Plan (“JEOP”)
Jiva AG Pte. Ltd. (“Jiva”), an indirect subsidiary of the Company, has implemented the Jiva Employee Option Plan
(the “JEOP”) which was approved and adopted by the shareholders of Jiva on 19 April 2021.
The fair value of share options as at the date of grant, is estimated by the Company using the Black Scholes Model,
taking into account the terms and conditions upon which the options are granted. The expected life of the option is
based on the assumption that the options would be exercised within six months of the vesting date. The expected
volatility reflects the assumption that the historical volatility is indicative of future trends, which may not
necessarily be the actual outcome.
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Joint ventures:
• Sales of goods 8,249 24,873 – –
• Purchases 5,195 5,801 – –
• Management fee received 91 132 – –
• Finance income – 499 – –
Associates:
• Sales of goods 204,902 183,280 – –
• Purchases 852 95 – –
• Dividend income 5,521 18,011 – –
• Commission paid 726 652 – –
• Income from service – 12,389 – –
• Others received – 2,457 – –
Cash at banks earn interest at floating rates based on daily bank deposit rates ranging from 0.01% to 46.50% (2022:
0.01% to 22.50%) per annum.
Deposits include short-term and capital guaranteed deposits. Short-term deposits are made for varying periods between 1
and 90 days (2022: 1 and 90 days) depending on the immediate cash requirements of the Group, and interest earned at
floating rates ranging from 1.00% to 16.75% (2022: 1.00% to 15.50%) per annum and may be withdrawn on demand.
Cash and bank balances and deposits denominated in currencies other than functional currencies of Group companies
are as follows:-
Group Company
2023 2022 2023 2022
$’000 $’000 $’000 $’000
Euro 465,139 505,875 – –
Great Britain Pounds 131,322 282,980 – –
United States Dollar 79,104 100,862 783 –
Singapore Dollar 30,024 29,463 13,215 977
Australian Dollar 5,236 9,814 – –
Japanese Yen 3,789 3,310 – –
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Bank overdrafts are included in the determination of cash and cash equivalents because they form an integral part of
the Group’s cash management.
34. Financial risk management policies and objectives
The Group and the Company are exposed to financial risks from its operations and the use of financial instruments. The
Board of Directors and Board Risk Committee reviews and agrees on policies and procedures for the management of
these risks, which are executed by the Chief Financial Officer and Head of Risk. The Board Risk Committee provides
independent oversight to the effectiveness of the risk management process.
The Group’s principal financial instruments, other than derivative financial instruments and investment in security, comprise
bank loans, medium-term notes, term loans from banks, bonds, cash and bank balances, fixed deposits and bank overdrafts.
The main purpose of these financial instruments is to finance the Group’s operations. The Group has various other financial
assets and liabilities such as trade receivables and trade payables, which arise directly from its operations.
The Group also enters into derivative transactions, including interest rate swaps, commodity options, swaps and futures
contracts and foreign currency forward contracts. The purpose is to manage the commodity price risk, foreign currency
risk and interest rate risk arising from the Group’s operations and its sources of financing.
There has been no change to the Group’s exposure to these financial risks or the manner in which it manages and
measures the risks.
The main risks arising from the Group’s financial instruments are commodity price risk, credit risk, foreign currency risk,
liquidity risk and interest rate risk. The Board of Directors reviews and agrees on the policies for managing each of these
risks and they are summarised below:-
a . Com m o d ity p r ic e r is k
Commodities traded by the Group are subject to fluctuations due to a number of factors that result in price risk. The
Group purchases and sells various derivative products, primarily exchange traded futures and options with the
purpose of managing market exposure to adverse price movements in these commodities. The Group has established
policies and exposure limits that restrict the amount of unhedged fixed price physical positions in each commodity.
The Group also enters into commodity derivatives for trading purposes. The Group’s trading market risk appetite is
determined by the Board of Directors, with detailed exposure limits recommended by the Executive Risk Committee
and approved by the Board Risk Committee.
At balance sheet date, if the commodities price index increased by 1.0% with all other variables held constant, the Group’s
profit net of tax would have increased by $ 37,776,000 (2022: decreased by $16,881,000 given its net short commodity
positions) given its net long commodity positions, arising as a result of fair value on Group’s commodity futures, options
contracts, physical sales and purchases commitments as well as the inventory held at balance sheet date.
The carrying amounts of trade receivables, other non-current and current assets, margin accounts with brokers,
cash and short-term deposits payments, including derivatives with positive fair value represent the Group’s
maximum exposure to credit risk. No other financial assets carry a significant exposure to credit risk. Cash and
bank balances and deposits are placed with reputable banks.
Credit risk concentration profile
The Group determines concentrations of credit risk by monitoring the operating segment profile of its trade
receivables on an ongoing basis. The credit risk concentration profile of the Group’s trade receivables at the end of
the reporting period is as follows:-
Group
2023 2022
$’000 $’000
By operating segments:
Olam Food Ingredients (‘ofi’) 893,530 857,011
Olam Global Agri (‘Olam Agri’) 2,061,780 1,637,566
Remaining Olam Group 85,722 87,132
3,041,032 2,581,709
The Group has no significant concentration of credit risk with any single customer.
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Company
Financial guarantees 11,558,609 – – 11,558,609 5,653,352 – – 5,653,352
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• Level 1 – Quoted prices (unadjusted) in active market for identical assets or liabilities that the Group can access at the
measurement date,
• Level 2 – Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly
or indirectly, and
• Level 3 – Unobservable inputs for the asset or liability.
b. Fair value of assets and lia b il it ies th at a re carried at f a ir value
The following table shows an analysis of assets and liabilities carried at fair value by level of fair value hierarchy:-
Group Group
2023 2022
Quoted prices Quoted prices
in active markets Significant other Significant in active markets Significant other Significant
for identical observable unobservable for identical observable unobservable
instruments inputs inputs instruments inputs inputs
(Level 1) (Level 2) (Level 3) Total (Level 1) (Level 2) (Level 3) Total
$’000 $’000 $’000 $’000 $’000 $’000 $’000 $’000
Recurring fair value measurements
Financial assets:
Derivative financial instruments:-
Commodity contracts 666,128 2,365,329 70,906 3,102,363 370,594 1,804,733 90,074 2,265,401
Foreign exchange contracts – 798,940 – 798,940 – 849,098 – 849,098
Foreign exchange contracts –
cash flow hedge – 3,863 – 3,863 – 14,354 – 14,354
Cross currency interest-rate swaps – 47,494 – 47,494 – 48,813 – 48,813
Interest rate swaps – cash flow hedge – 4 – 4 – 1,333 – 1,333
666,128 3,215,630 70,906 3,952,664 370,594 2,718,331 90,074 3,178,999
Financial liabilities:
Derivative financial instruments:-
Commodity contracts 1,289,513 887,367 27,264 2,204,144 320,265 776,001 19,397 1,115,663
Foreign exchange contracts – 728,411 – 728,411 – 777,729 – 777,729
Foreign exchange contracts –
cash flow hedge – 8,450 – 8,450 – 12,811 – 12,811
Cross currency interest-rate swaps – 100,476 – 100,476 – 127,434 – 127,434
Interest rate swaps – cash flow hedge – 127 – 127 – 117 – 117
1,289,513 1,724,831 27,264 3,041,608 320,265 1,694,092 19,397 2,033,754
Non-financial assets:
Biological assets (Note 13) – – 557,025 557,025 – – 559,091 559,091
Inventories (Note 19) – 5,181,996 575,808 5,757,804 – 4,182,727 386,787 4,569,514
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In order to determine the effect of the above reasonably possible alternative assumptions, the Group adjusted
the following key unobservable inputs used in the fair value measurement:-
• For certain commodity contracts and inventories, the Group adjusted the market prices of the valuation model by 1%.
• For biological assets, the Group adjusted the key assumptions applied to fair values of the valuation model as
follows: (i) discount rate by 0.5% and (ii) pricing and yields by 1.0% each.
d . Fa ir va l ue of f ina n cia l i nst r um en ts by cl asses that ar e no t car ried at fair value and whose carrying
amounts are reasonable a pproxim ation of fair value
i. Cash and short-term deposits, trade receivables, other current assets, margin accounts with brokers,
amounts due from subsidiary companies (net), trade payables and accruals, other current liabilities
and bank overdrafts
The fair values of these financial instruments approximate their carrying amounts at the balance sheet date
because of their short-term maturity.
ii. Loan to associate, bank loans and term loans from banks
The carrying amount of loan to associates, bank loans and term loans from banks are an approximation of fair
values as they are subjected to frequent repricing (floating rates) and/or because of their short-term maturity.
e. Fa ir va l ue of f ina n cia l i nst r um en ts by cl asses that ar e no t car ried a t f a ir v a l u e a n d w h o s e c a r r y ing
amounts are not reasonable approxim ation of fair value
i. Loans to subsidiary companies
Loans to subsidiary companies are repayable only when the cash flow of the entities permits. Accordingly, the
fair value of these amounts is not determinable as the timing of the future cash flow arising from these
balances cannot be estimated reliably.
ii. Medium-term notes and other bonds
The fair value of financial assets and liabilities by classes that are not carried at fair value and whose carrying
amounts are not reasonable approximation of fair value are as follows:-
Group
Carrying Fair
amount value
$’000 $’000
31 December 2023
Financial liabilities:
Medium-term notes 1,747,089 1,545,664
31 December 2022
Financial liabilities:
Medium-term notes 2,082,201 2,066,951
The fair value of medium-term notes and all bonds is determined directly by reference to their published market
bid price (Level 1) or valued using valuation techniques with market observable inputs (Level 2), where relevant
at the end of the respective financial years.
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The Group assesses the level of debt capital used to finance capital investment in respect of the projected risk and
returns of these investments using a number of traditional and modified investment and analytical models including
discounted cash flows. It also assesses the use of debt capital to fund such investments relative to the impact on the
Group’s overall debt capital position and capital structure.
In order to manage its capital structure, the Group may issue debt of either a fixed or floating nature, arrange credit
facilities, issue medium-term notes, issue new shares or convertible bonds and adjust dividend payments.
Company Company
2023 2022
Fair value Fair value
through Other Fair value through Other Fair value
Amortised Comprehensive through Comprehensive through
cost Income Profit or Loss Amortised cost Income Profit or Loss
$’000 $’000 $’000 $’000 $’000 $’000
Financial assets:
Amount due from subsidiary companies (Note 16) 643,410 – – 630,906 – –
Cash and short-term deposits (Note 33) 13,998 – – 16,754 – –
657,408 – – 647,660 – –
Financial liabilities:
Trade payables and accruals (Note 22) 3,033 – – 2,957 – –
3,033 – – 2,957 – –
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• Olam Food Ingredients (“ofi”) – Cocoa, Coffee, Nuts, Spices and Dairy
• Olam Global Agri (“Olam Agri”) – Grains, Animal Feed & Protein, Edible Oil, Rice, Cotton, Rubber, Wood Products and
Commodity Financial Services
• Remaining Olam Group – De-prioritised businesses (Rubber Plantations, Fertiliser, Infrastructure and Logistics, and
other de-prioritised assets), Continuing/Gestating businesses (Palm Plantations, Russian dairy and Packaged foods)
and Incubating businesses (Engine 2 growth platforms)
Segment results, assets and liabilities include items directly attributable to a segment as well as those that can be
allocated on a reasonable basis. Unallocated items mainly comprise corporate cash, fixed deposits, other receivables
and corporate liabilities such as taxation and borrowings. Assets which are unallocated are common and shared by
segments and thus it is not practical to allocate them.
Management monitors the operating results of its business units separately for the purpose of making decisions about
resource allocation and performance assessment. The measure used by management to evaluate segment performance is
different from the operating profit or loss in the consolidated financial statements, as explained in the table in Note 38(a).
Group financing (including finance cost), which is managed on group basis, and income tax which is evaluated on
group basis are not allocated to operating segments.
The turnover by geographical segments is based on the location of customers regardless of where the goods are
produced. The assets and capital expenditure are attributed to the location of those assets.
a. Business s eg m en ts
Olam Food Ingredients Olam Global Agri Remaining Olam Group Consolidated
2023 2022 2023 2022 2023 2022 2023 2022
$’000 $’000 $’000 $’000 $’000 $’000 $’000 $’000
Segment revenue:
Sales to external customers 15,583,465 16,391,652 31,319,640 36,904,045 1,368,886 1,605,280 48,271,991 54,900,977
Segment result (EBIT) 829,270 746,464 967,736 857,746 (25,147) 4,485 1,771,859 1,608,695
Finance costs – – – – – – (1,291,061) (849,613)
Finance income – – – – – – 157,972 103,943
Exceptional items 1 (188,185) (21,361) – (6,667) (39,710) (107,812) (227,895) (135,840)
Profit before taxation 410,875 727,185
Taxation expense (59,878) (175,585)
Profit for the financial year 350,997 551,600
Segment assets 17,023,446 14,683,461 8,087,548 8,018,867 3,104,727 3,230,594 28,215,721 25,932,922
Unallocated assets 2 5,132,920 6,020,879
33,348,641 31,953,801
Segment liabilities 5,269,177 3,137,669 2,630,012 2,895,325 321,659 327,949 8,220,848 6,360,943
Unallocated liabilities 3 17,459,278 17,510,147
25,680,126 23,871,090
Other segmental information:
Depreciation and amortisation 389,303 365,728 194,869 210,427 136,836 132,877 721,008 709,032
Share of results from joint ventures and
associates 714 3,353 1,266 14,520 (12) 9,482 1,968 27,355
Investments in joint ventures and associates 14,946 15,016 17,667 17,814 244,770 240,841 277,383 273,671
Capital expenditure 411,189 513,872 141,241 152,873 109,418 117,029 661,848 783,774
b. Geographical segments
Asia, Middle East and
Australia Africa Europe Americas Eliminations Consolidated
2023 2022 2023 2022 2023 2022 2023 2022 2023 2022 2023 2022
$’000 $’000 $’000 $’000 $’000 $’000 $’000 $’000 $’000 $’000 $’000 $’000
Segment revenue:
Sales to external
customers 23,720,288 27,087,682 7,467,927 8,776,467 9,104,191 9,958,790 7,979,585 9,078,038 – – 48,271,991 54,900,977
Intersegment sales 247,842 359,403 146,883 257,103 – 10,127 1,372 4,645 (396,097) (631,278) – –
23,968,130 27,447,085 7,614,810 9,033,570 9,104,191 9,968,917 7,980,957 9,082,683 (396,097) (631,278) 48,271,991 54,900,977
Non-current assets 4 2,958,823 2,942,936 3,577,452 3,637,070 946,571 972,662 3,150,881 3,058,254 – – 10,633,727 10,610,922
2. In the current financial year, finance costs of $1,291,061,000 includes an exceptional item amounting to $3,013,000
in relation to the bridge financing bank loan that the Group has put in place relation to the group re-organisation.
The following unallocated assets items are added to segment assets to arrive at total assets reported in the
consolidated balance sheet:-
Group
2023 2022
$’000 $’000
Cash and bank balances 3,257,332 4,349,872
Fixed deposits 324,294 455,684
Other current/non-current assets 1,228,321 933,286
Non-current assets held for sale 1,145 19,024
Deferred tax assets 321,828 263,013
5,132,920 6,020,879
3. The following unallocated liabilities items are deducted from segment liabilities to arrive at total liabilities reported in
the consolidated balance sheet:-
Group
2023 2022
$’000 $’000
Borrowings 15,312,707 15,118,722
Lease liabilities 981,164 1,027,022
Deferred tax liabilities 416,512 527,903
Other current/non-current liabilities 487,105 559,291
Provision for taxation 261,790 277,209
17,459,278 17,510,147
4. Non-current assets mainly relate to property, plant and equipment, intangible assets, biological assets, investments
in joint ventures and associates and long-term investments.
268 w w w . ol a m g r ou p . c om
268 olamgroup.com
268 olamgroup.com
Financial
Corporate information report
Corporate information
as at 18 March 2024
Board
of Directors
ARC, NC, SC
Executive Corporate
Committee Leadership Team
Olam Agri ofi
Employees
Shareholding information
Substantial Shareholders
(As recorded in the Register of Substantial Shareholders as at 18 March 2024)
Notes:
1. Percentages of interests are calculated based on the total number of 3. Total interest of Mitsubishi Corporation 14.54%
issued ordinary Shares being 3,814,760,485 as at 18 March 2024 4. Kewalram Singapore Limited (“KSL”) is a wholly-owned subsidiary of
(excluding treasury shares). Chanrai Investment Corporation Limited (“CICL”), which in turn is a
2. Temasek Holdings (Private) Limited’s (“Temasek”) interest arises from the wholly-owned subsidiary of Kewalram Chanrai Holdings Limited (“KCHL”).
direct interest held by Breedens Investments Pte. Ltd. (“Breedens”) and By virtue of Section 4(7)(d) of the Securities and Futures Act (Chapter 289
Aranda Investments Pte. Ltd. (“Aranda”). of Singapore), each of CICL and KCHL are deemed to be interested in the
(A) Temasek’s interest through Breedens 42.03% voting shares of the Listed Issuer (“Shares”).
(i) Breedens has a direct interest in 42.03% of GKC Trustees Limited (as trustees of Girdhar Kewalram Chanrai
voting Shares of the Company. Settlement) (“GKC Settlement”), MKC Trustees Limited (as trustees of
Hariom Trust) (“Hariom Trust”) and DKC Trustees Limited (as trustees of
(ii) Breedens is a subsidiary of Seletar Investments Pte Ltd (“Seletar”). Damodar Kewalram Chanrai Settlement) (“DKC Settlement”) are
(iii) Seletar is a subsidiary of Temasek Capital (Private) Limited shareholders of KCHL. By virtue of Section 4(5) of the Securities and
(“Temasek Capital”). Futures Act (Chapter 289 of Singapore), each of the GKC Settlement,
(iv) Temasek Capital is a subsidiary of Temasek. Hariom Trust and DKC Settlement are deemed to be interested in the
voting shares of the Listed Issuer.
(B) Temasek’s deemed interest through Aranda 9.43%
CICL, KCHL, GKC Settlement, Hariom Trust and DKC Settlement are
(i) Aranda has a direct interest in 9.43% of deemed interested in the Shares in which KSL has a direct interest.
voting shares of the Company.
Total interest of the Kewalram Group 6.89%
(ii) Aranda is a subsidiary of Seletar.
(iii) Seletar is a subsidiary of Temasek Capital.
(iv) Temasek Capital is a subsidiary of Temasek.
Total interest of Temasek 51.46%
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Statistics of Shareholdings
As at 18 March 2024
Issued and fully Paid-up Capital S$6,233,595,001.3556
Number of Ordinary Shares in issue (excluding Treasury Shares) 3,814,760,485
Number of Ordinary Shares held as Treasury Shares 27,864,700
Percentage of Treasury Shares held against the total number of
Issued Ordinary Shares outstanding (excluding Treasury Shares) 0.730%
Class of Shares Ordinary Shares
Voting Rights One vote per share
Distribution of Shareholdings
Size of Shareholdings No. of Shareholders % No. of Shares %
Public Float
Approximately 22.67% of the Company’s Shares are held in the hands of the public. Accordingly, the Company has complied
with Rule 723 of the Listing Manual of the SGX-ST.
Arrangements for Investors holding Shares through Relevant Intermediaries Scan for virtual meeting pre-registration
(c) Investors who hold Shares through a relevant intermediary (as defined in Section 181 of Do not scan this QR code if you
the Companies Act 1967 of Singapore (“Companies Act”)) or a depository agent (as notice any signs of tampering or
irregularities. Check that the QR code
defined in Section 81SF of the Securities and Futures Act 2001 of Singapore) (together, leads you to a URL that starts with
“Relevant Intermediaries”, and such investors, “Investors”) who wish to attend this https://www.olamgroup.com/.
AGM (whether in person or virtually) cannot use the Pre-Registration Page; they should Stop access if it leads you to
any other URL, and report this
instead approach their Relevant Intermediary as soon as possible in order for the immediately to Olam via
Relevant Intermediary to make the necessary arrangements for their attendance. [email protected]
Confirmation email with details and instructions to attend the Virtual Meeting
(d) Following successful verification by the Company, a confirmation email which contains unique user credentials, instructions
on how to join the webcast, and other relevant matters (the “Confirmation Email”) will be sent to authenticated
Shareholders, CPF/SRS Investors, proxies and Investors who have been pre-registered to attend the Virtual Meeting by
Wednesday, 24 April 2024 at 2.00 p.m. Singapore time at the email address specified in their pre-registration details.
Shareholders, CPF/SRS Investors, proxies and Investors who do not receive the Confirmation Email by Wednesday,
24 April 2024 at 2.00 p.m. Singapore time but have pre-registered to attend the Virtual Meeting by the deadline of
Monday, 22 April 2024 at 2.00 p.m. Singapore time, should contact the Company’s share registrar, Boardroom
Corporate & Advisory Services Pte Ltd (“Share Registrar”), at telephone number 65-65365355 (during office hours) or via
electronic mail at email address [email protected] immediately.
Submission of Questions
(e) All authenticated Shareholders, CPF/SRS Investors and Investors can submit questions relating to the business of this
AGM in advance of the Meeting up till Wednesday, 17 April 2024, at 2.00 p.m. Singapore time (i) via electronic mail to
email address [email protected]; or (ii) via post to Boardroom Corporate & Advisory Services
Pte Ltd, the Share Registrar at 1 Harbourfront Avenue #14-07 Keppel Bay Tower Singapore 098632. Shareholders and
CPF/SRS Investors who have pre-registered online to attend the Virtual Meeting can additionally submit their questions
online on the Pre-Registration Page. Shareholders, CPF/SRS Investors and Investors who submit questions in advance
of the Meeting should provide their full name, address, contact number, email address and the manner in which they
hold Shares (if you hold Shares directly, please provide your account number with The Central Depository (Pte) Limited
(“CDP”); otherwise, please state if you hold your Shares through CPF or SRS or a Relevant Intermediary, and if so,
which one), for our verification purposes.
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(f) The Company will respond to substantial and relevant questions received by Wednesday, 17 April 2024, at 2.00 p.m.
Singapore time via an announcement on SGXNET and the Company’s website by Saturday, 20 April 2024 at
2.00 p.m. Singapore time (being at least 48 hours prior to the closing date and time for the submission of the Proxy
Form). For any questions that are received after Wednesday, 17 April 2024 at 2.00 p.m. Singapore time, the Company will
respond to such questions either within a reasonable timeframe before the AGM and/or at the AGM itself. When
substantially similar questions are received, the Company may group them together and respond to them on a
consolidated basis.
(g) Shareholders, CPF/SRS Investors, proxies and Investors attending the Physical Meeting will be able to ask questions at
the Meeting. Attendees at the Virtual Meeting can type their questions via a “chatbox” or “live chat” function which will be
made available to the attendees via the online platform for the AGM (however, please note that this will not be available
to attendees accessing the Virtual Meeting via the audio-only feed).
Voting by Shareholders
(h) Shareholders who wish to exercise their voting rights at this AGM may:
(i) (where the Shareholder is an individual) attend and vote “live” at the Physical Meeting or the Virtual Meeting;
(ii) (where the Shareholder is an individual or a corporate) appoint proxy(ies) other than the Chairman of the Meeting
to attend and vote “live” at the Physical Meeting or the Virtual Meeting on their behalf; and
(iii) (where the Shareholder is an individual or a corporate) appoint the Chairman of this Meeting as proxy to vote on
their behalf.
“Live” voting will be conducted during this AGM. Shareholders and proxies attending the Physical Meeting will be provided
with handsets for voting purposes, or may elect to vote using their own web-browser enabled devices.
It is important for Shareholders and proxies who attend the Virtual Meeting to have their own web-browser
enabled devices ready for voting during the Virtual Meeting. Examples of web-browser enabled devices include
mobile smartphones, laptops, tablets or desktop computers with internet capabilities. As they will use the login
credentials provided during pre-registration to cast their votes, they should have their Confirmation Email containing their
unique user credentials and instructions handy for reference for voting purposes.
Instructions will be provided at the start of the Meeting on how to vote. For the avoidance of doubt, “live” voting will not be
available to attendees accessing the Virtual Meeting via the audio-only feed.
Appointment of Proxies
(i) Shareholders who wish to appoint proxies to attend and vote “live” at this AGM (whether in person or virtually) on their
behalf must do both of the following by Monday, 22 April 2024 at 2.00 p.m. Singapore time:
(A) complete and submit the Proxy Form in accordance with the instructions below; and
(B) if the proxy(ies) are to attend the Virtual Meeting, pre-register the proxy(ies) at the Pre-Registration Page.
As an alternative, Shareholders may also appoint the Chairman of the Meeting as proxy to vote on their behalf in respect
of all the Shares held by them. No pre-registration will be required for this option.
If a Shareholder wishes to appoint a proxy or proxies (including the Chairman of this AGM) to vote at this AGM on their
behalf, duly completed Proxy Forms must be deposited with the Company (A) via post to the Share Registrar’s office at
1 Harbourfront Avenue #14-07 Keppel Bay Tower Singapore 098632, or (B) via electronic mail to email address
[email protected] enclosing a clear scanned completed and signed Proxy Form in pdf. In addition,
a Shareholder wishing to appoint proxy(ies) to attend the Virtual Meeting, may appoint proxy(ies) via electronic submission
of the e-Proxy Form at the Pre-Registration Page.
Note:
Please refer to the Notes to the Proxy Form for additional documentary requirements in the event the Proxy Form is signed by an attorney or duly authorised officer.
Proxy Forms must be received by the Company by Monday, 22 April 2024 at 2.00 p.m. Singapore time (being 72 hours
before the time appointed for the holding of this AGM). Proxy Forms can be downloaded from SGXNET (www.sgx.com) or the
Company’s website (www.olamgroup.com). In the Proxy Form, a Shareholder should specifically direct the proxy on how he is
to vote for, vote against, or abstain from voting on, the resolutions to be tabled at this AGM. If no specific direction as to voting
is given, the proxy (including the Chairman of the Meeting if he is appointed as proxy) may vote or abstain from voting at his
discretion. All valid votes cast via proxy on each resolution will be counted.
The Company may reject any Proxy Form lodged if the Shareholder appointing the proxy is not shown to have Shares entered
against his/her/its name in the Depository Register as at 72 hours before the time appointed for holding this AGM as certified
by CDP to the Company.
Completion and submission of the Proxy Form shall not preclude a Shareholder from attending and voting at this AGM.
Any appointment of a proxy or proxies (including the Chairman of the Meeting) shall be deemed to be revoked if a Shareholder
attends this AGM (whether in person or virtually), and in such event, the Company reserves the right to refuse to admit any
person or persons appointed under the Proxy Form to this AGM.
A Shareholder (who is not a Relevant Intermediary) entitled to attend and vote at a meeting of the Company is entitled to
appoint one (1) or two (2) proxies to attend and vote on his/her/its behalf. A proxy need not be a Shareholder. Where a
Shareholder appoints two (2) proxies, the appointments shall be invalid unless he/she/it specifies the number of Shares to be
represented by each proxy.
A Shareholder who is a Relevant Intermediary is entitled to appoint more than two (2) proxies to attend and vote at this AGM,
but each proxy must be appointed to exercise the rights attached to a different Share or Shares held by such Shareholder.
Where such Shareholder appoints two (2) or more proxies, the appointments shall be invalid unless such Shareholder specifies
the number of Shares to be represented by each proxy.
Voting by Investors holding Shares through Relevant Intermediaries and CPF/SRS Investors
(j) Investors holding Shares through Relevant Intermediaries and CPF/SRS Investors may only exercise their votes in the
following manner:
(i) attend and vote “live” at this AGM, if they are appointed as proxies by their respective Relevant Intermediaries/
CPF Agent Banks/SRS operators; or
(ii) specify their voting instructions to/arrange for their votes to be submitted by their respective Relevant Intermediaries/
CPF Agent Banks/SRS operators.
Investors holding Shares through Relevant Intermediaries and CPF/SRS Investors who wish to attend and vote at this AGM
should approach their respective Relevant Intermediaries/ CPF Agent Banks/SRS operators as soon as possible. CPF/SRS
Investors who wish to exercise their votes should approach their respective CPF Agent Bank/SRS operator at least seven (7)
working days before this AGM (i.e. by Tuesday, 16 April 2024 at 2.00 p.m. Singapore time).
For the avoidance of doubt, Investors holding Shares through Relevant Intermediaries and CPF/SRS Investors should not
use the Proxy Form.
Voting Results
(k) An independent scrutineer will be appointed by the Company to direct and supervise the counting and validation of all
valid votes cast through “live” voting at this AGM and through Proxy Forms received as of the above-mentioned deadline.
The voting results will be announced during this AGM (and displayed on-screen for the “live” video webcast) in respect of
the resolutions put to the vote at this AGM. The Company will also issue an announcement on SGXNET on the results of the
resolutions put to vote at this AGM.
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NOTICE IS HEREBY GIVEN that the Third Annual General Meeting of the Company will be held at Heliconia Junior Ballroom,
Level 3, Marina Bay Sands Convention Centre, 10 Bayfront Avenue, Singapore 018956 and by electronic means on Thursday,
25 April 2024 at 2.00 p.m. Singapore time for the purpose of considering, and if thought fit, passing, the following resolutions:
Ordinary
Ordinary Business Resolutions
1. To receive and adopt the Directors’ Statement and the Audited Consolidated Financial Statements of the Resolution 1
Company for the financial year ended 31 December 2023 (“FY2023”) together with the Auditors’ Report
thereon.
Please refer to the explanatory note (i) provided.
2. To declare a second and final dividend of 4.0 cents per share, tax exempt (one-tier) for the financial year Resolution 2
ended 31 December 2023.
Please refer to the explanatory note (ii) provided.
3. To re-elect the following Directors retiring pursuant to Regulation 107 of the Constitution of the Company
(the “Constitution”), and who, being eligible, offer themselves for re-election:
(a) Mr Lim Ah Doo Resolution 3
(b) Dr Ajai Puri Resolution 4
(c) Dr Joerg Wolfgang Wolle Resolution 5
In addition, to note:
“That Mr Nihal Vijaya Devadas Kaviratne CBE will retire with effect from the conclusion of the Meeting.”
Please refer to the explanatory note (iii) provided.
4. To re-elect the following Directors who will cease to hold office in accordance with Regulation 113 of the
Constitution, and who, being eligible, offer themselves for re-election:
(a) Mr Shuji Kobayashi Resolution 6
(b) Mr Yuji Tsushima Resolution 7
Please refer to the explanatory note (iv) provided.
5. To approve the payment of Directors’ fees of up to S$2,700,000 for the financial year ending Resolution 8
31 December 2024 (“FY2024”) (2023: S$3,000,000).
Please refer to the explanatory note (v) provided.
6. To re-appoint Messrs Ernst & Young LLP as the auditors of the Company and to authorise the Directors Resolution 9
to fix their remuneration.
Please refer to the explanatory note (vi) provided.
Ordinary
Special Business Resolutions
To consider and, if thought fit, to pass the following resolutions as Ordinary Resolutions:
7. General Authority to Issue Shares Resolution 10
That pursuant to Section 161 of the Companies Act 1967 of Singapore (the “Companies Act”) and
Rule 806 of the Listing Manual of the Singapore Exchange Securities Trading Limited (“SGX-ST”)
(the “Listing Manual”), the Directors be authorised and empowered to:
(a) (i) issue ordinary shares in the capital of the Company (“Shares”) whether by way of rights,
bonus or otherwise; and/or
(ii) make or grant offers, agreements or options (collectively, “Instruments”) that might or would
require Shares to be issued, including but not limited to the creation and issue of (as well as
adjustments to) options, warrants, debentures or other instruments convertible into Shares,
at any time and upon such terms and conditions and for such purposes and to such persons as the
Directors may in their absolute discretion deem fit; and
(b) (notwithstanding the authority conferred by this Resolution may have ceased to be in force) issue
Shares in pursuance of any Instruments made or granted by the Directors while this Resolution was
in force,
Ordinary
Special Business Resolutions
provided that:
(1) the aggregate number of Shares (including Shares to be issued in pursuance of the Instruments,
made or granted pursuant to this Resolution) to be issued pursuant to this Resolution shall not
exceed fifty per cent. (50%) of the total number of issued Shares (excluding treasury shares and
subsidiary holdings) (as calculated in accordance with sub-paragraph (2) below), of which the
aggregate number of Shares to be issued other than on a pro rata basis to shareholders of the
Company (“Shareholders”) shall not exceed ten per cent. (10%) of the total number of issued
Shares (excluding treasury shares and subsidiary holdings) (as calculated in accordance with
sub-paragraph (2) below);
(2) (subject to such calculation as may be prescribed by the SGX-ST) for the purpose of determining
the aggregate number of Shares that may be issued under sub-paragraph (1) above, the total
number of issued Shares (excluding treasury shares and subsidiary holdings) shall be based on the
total number of issued Shares (excluding treasury shares and subsidiary holdings) at the time of the
passing of this Resolution, after adjusting for:
(A) new Shares arising from the conversion or exercise of any convertible securities;
(B) new Shares arising from exercising share options or vesting of share awards which are
outstanding or subsisting at the time of the passing of this Resolution; and
(C) any subsequent bonus issue, consolidation or subdivision of Shares;
(3) in exercising the authority conferred by this Resolution, the Company shall comply with the
provisions of the Companies Act and the Listing Manual for the time being in force (unless such
compliance has been waived by the SGX-ST) and the Constitution; and
(4) unless revoked or varied by the Company in a general meeting, such authority shall continue in
force until the conclusion of the next annual general meeting of the Company (“AGM”) or the date
by which the next AGM is required by law to be held, whichever is the earlier.
Please refer to the explanatory note (vii) provided.
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Ordinary
Special Business Resolutions
Please read the following notes and the Explanatory notes of the resolutions to be
explanatory notes to the resolutions as proposed at the AGM
Resolutions 1 to 12 are proposed as ordinary resolutions. For an ordinary
set out below before deciding how to vote. resolution to be passed, more than half of the votes cast must be in favour of
the resolution.
Personal data privacy:
(i) Ordinary Resolution 1
By submitting an instrument appointing a proxy(ies)
The Companies Act requires the audited consolidated financial
and/or representative(s) to attend, speak and vote at the statements of the Company for each financial year to be tabled before
AGM and/or any adjournment thereof, (i) a member of the the Shareholders in a general meeting. The audited consolidated
Company consents to the collection, use and disclosure of financial statements are to be accompanied by the Directors’ Statement
and the Auditors’ Report thereon. The Directors’ Statement and the
the member’s personal data by the Company (or its agents) audited consolidated financial statements for the financial year ended
for the purpose of the processing and administration by the 31 December 2023 (“FY2023”) together with the Auditors’ Report thereon
Company (or its agents) of proxies and representatives are provided in the Financial Report of the Annual Report.
appointed for the AGM (including any adjournment thereof) A copy may also be read on our website at olamgroup.com/investors.html.
and the preparation and compilation of the attendance lists, (ii) Ordinary Resolution 2
minutes and other documents relating to the AGM Ordinary Resolution 2 is to declare a second and final tax-exempt
dividend of 4.0 cents per Share for FY2023. Together with the sum of
(including any adjournment thereof) recordings and 3.0 cents per Share of interim dividend declared for the first-half of
transmitting images and/or voice recordings when FY2023, the total dividend for FY2023 is 7.0 cents per Share
broadcasting the AGM proceedings through webcast, and (approximately S$267.7 million). The Company does not have a fixed
dividend policy. The Directors’ policy is to recommend dividends
in order for the Company (or its agents) to comply with any consistent with the Company’s overall governing objective of maximising
applicable laws, listing rules, regulations and/or guidelines intrinsic value for its continuing Shareholders. Dividend payments are
affected by matters such as the level of the Company’s future earnings,
(collectively, the “Purposes”); (ii) warrants that where the results of operations, capital requirements, cash flows, financial
member discloses the personal data of the member’s conditions, the Company’s plans for expansion, general business
proxy(ies) and/or representative(s) to the Company (or its conditions and other factors, including such legal or contractual
restrictions as may apply from time to time or which the Directors may
agents), the member has obtained the prior consent of such consider appropriate in the interests of the Company.
proxy(ies) and/or representative(s) for the collection, use and The Directors will consider all these factors before proposing any dividends.
disclosure by the Company (or its agents) of the personal The Company may, by ordinary resolution at a general meeting of
data of such proxy(ies) and/or representative(s) for the Shareholders, declare dividends, but the amount of such dividends shall
not exceed the amount recommended by the Directors. The Directors
Purposes; and (iii) agrees that the member will indemnify may also declare an interim dividend without seeking Shareholders’
the Company in respect of any penalties, liabilities, claims, approval. Potential investors should note that this statement is a statement
demands, losses and damages as a result of the member’s of the Company’s present intention and shall not constitute a legally
binding commitment in respect of the Company’s future dividends and
breach of warranty. dividend pay-out ratio which may be subject to modification (including
reduction or non-declaration thereof) in the Directors’ sole and absolute
Website discretion. All dividends are distributed as tax-exempt dividends in
accordance with the Income Tax Act, Chapter 134 of Singapore.
The Company’s website, www.olamgroup.com, provides
(iii) Ordinary Resolutions 3, 4 and 5
more information about the Company, including the latest
Mr Lim Ah Doo will, upon re-election as a Director, continue his office as
Annual Report, the Letter to Shareholders, the Notice of AGM Non-Executive Director. He will remain as Chairman of the Board and
and the Proxy Form. the Nomination and Remuneration Committee (“NRC”). He will be
considered independent.
Dr Ajai Puri will, upon re-election as a Director, continue his office as
Non-Executive Director. At the conclusion of the AGM and following the
retirement of Mr Nihal Vijaya Devadas Kaviratne CBE at the conclusion of
the AGM, he will assume chairmanship of the Sustainability Committee
(“SC”) and remain as a member of the Audit and Risk Committee
(“ARC”). He will be considered independent.
Dr Joerg Wolfgang Wolle will, upon re-election as a Director, continue
his office as Non-Executive Director and will remain as a member of the
NRC. He will be considered independent.
Please refer to the Addendum for the additional information on the
aforementioned Directors provided pursuant to Rule 720(6) of the Listing
Manual. You may also refer to the Governance Report of the 2023
Annual Report for the profile of each of these Directors.
The aforementioned Directors will refrain from making any recommendation
on and, being Shareholders, shall abstain from voting on respective
ordinary resolution in relation to their re-election. The aforementioned
Directors will not be able to accept appointment as proxies for any
Shareholder to vote in respect of these resolutions unless specific
directions as to voting have been specified in the relevant proxy form.
(iv) Ordinary Resolutions 6 and 7
Mr Shuji Kobayashi will, upon re-election as a Director, continue his
office as Non-Executive Director. He will remain as a member of the ARC
and the NRC.
Mr Yuji Tsushima will, upon re-election as a Director, continue his office
as Non-Executive Director. He will remain as a member of the SC.
Please refer to the Addendum for the additional information on Mr Shuji
Kobayashi and Mr Yuji Tsushima provided pursuant to Rule 720(6) of the
Listing Manual. You may also refer to the Governance Report of the 2023
Annual Report for their profile.
278 olamgroup.com
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Date of 15 March 2022 15 March 2022 15 March 2022 5 May 2023 4 March 2024
Appointment
Date of Last 25 April 2022 25 April 2022 25 April 2022 Not applicable Not applicable
Re-appointment
Age 74 70 66 55 54
Job Title • Independent and • Independent and • Independent and • Non-Executive • Non-Executive Director
(e.g. Lead ID, Non-Executive Non-Executive Non-Executive Director • Member, SC
AC Chairman, Director Director Director • Member, ARC
AC Member etc.) • Chairman, • Member, Audit & Risk • Member, NRC • Member, NRC
Nomination & Committee (“ARC”)
Remuneration • Member,
Committee (“NRC”) Sustainability
Committee (“SC”)
Professional • Master in Business • PhD (Food Science), • PhD in Engineering • Advanced • Advanced
qualifications Administration, University of Maryland, “summa cum laude”, Management Program, Management Program,
Cranfield School of USA Technical University Wharton Business INSEAD Business
Management, UK • MBA, Crummer Chemnitz, Germany School, University School, Fontainebleau,
• Degree (Honours) Business School, • Executive Development of Pennsylvania, France
in Engineering, Rollins College, USA Program, IMD Philadelphia, USA • General Management
Queen Mary College, Lausanne, Switzerland • Bachelor of Economics, Program, Harvard
University of London, • Stanford Executive West Virginia University, Business School,
UK Program, GSB Stanford Morgantown, USA Massachusetts, USA
University, Palo Alto, • B.A. Economics,
CA, USA The University of
Tokyo, Japan
280 olamgroup.com
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Working experience Mr Lim Ah Doo has over Dr Ajai Puri brings more Appointed CEO of Siber Mr Shuji Kobayashi is Mr Yuji Tsushima is
and occupation(s) 40 years of broad and than three decades of Hegner Ltd. in 2000, currently the Senior Vice currently the Division Chief
during the past 10 in-depth experience in global food and agriculture Dr Joerg Wolle was President of Mitsubishi Operating Officer (COO),
years banking and commerce. industry experience. instrumental in the Corporation (“MC”), Food Resources Division
In banking, his past His wide-ranging expertise 130-year-old Asian- a conglomerate listed on of Mitsubishi Corporation
working experience spans the fields of focused trading the Tokyo Stock Exchange (“MC”), a conglomerate
includes an 18-year innovation, science and company’s rapid with a JPY 13 trillion market listed on the Tokyo
career at Morgan Grenfell technology, supply chain turnaround. He led the capitalisation, over 1,300 Stock Exchange with
(1977 to 1995), during development, product transformation of the subsidiaries world-wide JPY 13 trillion in market
which he held several integrity and consumer company into the leading and 79,000+ employees capitalisation. He joined
key positions, including marketing. From 1981 to business services and on a consolidated basis. MC in 1993 and has since
that of Chairman of 2003, Dr Puri worked at distribution group in the Mr Kobayashi has over held various managerial
Morgan Grenfell (Asia) Minute Maid (part of The ASEAN region with more 20 years’ experience in the roles in MC in Tokyo as well
Limited and led several Coca-Cola Company) than 33,000 specialised Food & Agriculture industry as in its overseas offices,
landmark transactions. where he held a variety staff following its merger during which he held including USA and Indonesia.
In commerce, he held the of roles in areas such with two other Swiss- managerial roles at With over 30 years of
top executive position at as research and based Asia-focused multiple Food & Agriculture experience in the global
a major global-leading development, marketing distribution companies. companies worldwide, food and beverage
resource-based group, and general management. During his tenure as CEO, including the USA, Brazil, industry, in his current
and has been a director On leaving Coca-Cola in sales and profits grew Australia, Indonesia, role as Division COO,
of several large-sized 2003, he held the position three- and six-fold China, Singapore, and Mr Tsushima oversees MC’s
public and private of Senior Vice President respectively and the Japan. In his current role, various food and beverage
companies in and outside – Science and Technology company was listed on Mr Kobayashi is the Head interests from agri-products
of Singapore. Mr Lim was for the company’s juice the Zurich Stock of Food Industry Group procurement, trading,
previously the President business in North Exchange. Between 2002 CEO Office and oversees processing to sales and
and subsequently the America. Between 2003 and 2017, he was the strategy and key marketing of consumer
Non-executive Vice and 2007, Dr Puri was President and CEO of investments of the Food products.
Chairman of RGE Pte. Ltd. Executive Board Member DKSH Holding Ltd., Industry portfolio, which
(formerly known as RGM and President Research, becoming its chairman includes Livestock, Meat &
International Pte Ltd). Development and Product in 2017, a position he Dairy Products, Global Fast
Mr Lim also chaired the Integrity at Amsterdam- held until 2019. Dr Wolle Moving Consumer Goods,
Capital and Investment based Royal Numico N.V., was a member of the Food Resources, Produce &
Committee of Olam a specialist nutrition Supervisory Board of Marine Products and Food
Group Limited, before company. He previously Louis Dreyfus Company Sciences. Prior to his current
it was dissolved on held a number of B.V. (2014 to 2018) and role, Mr Kobayashi was the
1 January 2024, with its non-executive roles at a member of the Board Division Chief Operating
role and responsibilities firms including Firmenich of Directors of UBS Ltd Officer (COO), Food
subsumed by the Board. SA (2014-2023), Tate & (2006 to 2009) and Resources Division,
Mr Lim was a director Lyle PLC (2012-2021), DietheIm Keller Holding overseeing MC’s global food
of Olam International Nutreco NV (2009-2015) Ltd. (2004 to 2019). ingredients origination and
Limited prior to the and Barry Callebaut AG Dr Wolle is currently merchandising operations,
Scheme of Arrangement (2011-2014). Dr Puri is Chairman of Kuehne + including corn, wheat,
that was completed on currently a Non-executive Nagel International Ltd soybean, cocoa and coffee,
15 March 2022 with Director at Fresh Del and KlingeInberg AG. and the manufacturing of
Olam Group Limited Monte Produce Inc., IMI products, such as animal
Dr Wolle was a director
taking over the listing PLC, Britannia Industries feed, wheat flour and sugar.
of Olam International
entity status on SGX-ST Ltd, and privately held During his executive
Limited prior to the
from Olam International Califa Farms LP. Dr Puri management career at MC,
Scheme of Arrangement
Limited as part of the was formerly a member Mr Kobayashi previously
that was completed on
Group’s re-organisation. of the CIC before it served in the Corporate
15 March 2022 with
was dissolved on Strategy & Planning
Olam Group Limited
1 January 2024. Department, where he was
taking over the listing
Dr Puri was a director entity status on SGX-ST responsible for the
of Olam International from Olam International overarching strategic
Limited prior to the Limited as part of the planning and generated
Scheme of Arrangement Group’s re-organisation multiple beneficial
that was completed on opportunities beyond MC’s
15 March 2022 with traditional business
Olam Group Limited boundaries. Prior to the
taking over the listing merger of the Company’s
entity status on SGX-ST Board Risk Committee with
from Olam International the Audit Committee to form
Limited as part of the the Audit and Risk
Group’s re-organisation. Committee, Mr Kobayashi
was a member of both the
Board Risk Committee and
the Audit Committee. Mr
Kobayashi was also formerly
a member of the Capital and
Investment Committee
before it was dissolved on
1 January 2024.
Shareholding interest 710,900 ordinary shares 83,194 ordinary shares 104,798 ordinary shares Nil Nil
in the listed issuer
and its subsidiaries?
Past • ARA Trust Management • Firmenich SA • Olam International • MC Agri Alliance Ltd. • Kadoya Sesame Mills
(for the last 5 years) (Cache) Limited • Tate and Lyle PLC Limited • Nosan Corporation Incorporated
(formerly known as • Global Alliance for • MC Life Sciences • Mitsubishi Corporation
ARA-CWT Trust Improved Nutrition Holdings Limited Life Sciences Limited
Management (Cache) (G.A.I.N.) • PT. Kaneka Foods • Kewpie Malaysia Sdn. Bhd.
Limited – trustee • Olam International Indonesia • Nissin Foods (U.S.A.)
manager of Cache Limited • Agrex do Brasil S.A. Co.,Inc.
Logistics Trust) • YSW & Co.,Ltd.
• Commissioner to the • Shandong Luling Fruit
High-Level Commission Juice Co., Ltd.
on Carbon Pricing and
Competitiveness by • Dan Kaffe (Malaysia)
World Bank Group Sdn Bhd
• STT GDC Pte. Ltd. • imperfect Inc.
• Virtus HoldCo Limited • Indo Nissin Foods Private
Ltd.
• Singapore Technologies
Telemedia Pte. Ltd. • Nissin Foods (Thailand)
Co., Ltd
• STT Communications
Ltd. • PT. Nissin Foods Indonesia
• STT Global Data Centres • PT. MC Living Essentials
India Private Limited Indonesia
• Olam International • Oriental Coffee Alliance
Limited Sdn. Bhd.
• PT. Kaneka Foods
Indonesia
• Ipanema Agricola S.A.
• Ipanema Comercial e
Exportadora S.A.
• PT. MCdelica Food
Indonesia
• PT. Kewpie Indonesia
• PT. Fast Retailing
Indonesia
• Sesaco Corporation
• PT. Elleair International
Manufacturing Indonesia
Present Listed company Listed company Listed company Listed company Listed company
• GDS Holdings Ltd. • Fresh Del Monte • Kuehne + Nagel Nil Nil
(Director) Produce Inc. (Director) International Ltd.
(Chairman) Non-listed company Non-listed company
• GP Industries Ltd. • IMI PLC (Director)
(Director) • Britannia Industries • KlingeInberg AG • Mitsubishi Corporation • Mitsubishi Corporation
• Singapore Ltd. (Director) (Chairman) (Senior Vice President, (Division Chief Operating
Technologies General Manager, Officer, Food Resources
Engineering Ltd. Non-listed company Non-listed company Food Industry Group Division)
(Director) • Kuehne Holding Ltd. CEO Office) • MC Agri Alliance Ltd.
• Califa Farms LP (Director)
(Director) (Director) • Mitsubishi Corporation
Non-listed company Life Sciences Limited • MC Food Holdings
• Kuehne Foundation Asia Pte. Ltd.
• U Mobile Sdn Bhd (Member, Board of (Director)
(Managing Director)
(Director) Trustees) • Premier Foods Holding
Pte. Ltd. (Director)
• Lluvia Limited (Director)
• Aventine Limited
(Director)
282 olamgroup.com
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284 olamgroup.com
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If no, please state N.A. N.A. N.A. Mr Kobayashi has Mr Tsushima was
if the director has attended training recently appointed on
attended or will be on the roles and 4 March 2024. He will
attending training responsibilities of be attending the
on the roles and a director of a listed training on the roles
responsibilities of issuer as prescribed by and responsibilities of
a director of a the Exchange. a director of a listed
listed issuer as issuer (including
As part of the new
prescribed by the sustainability training)
director induction
Exchange. as prescribed by the
program, Mr Kobayashi
Exchange.
Please provide was briefed on the
details of relevant legal, regulatory
experience and and governance
the nominating requirements as well as
committee’s the duties of a director.
reasons for not
requiring the
director to
undergo training
as prescribed by
the Exchange
(if applicable).
Mr Lim Ah Doo
Linc Energy Ltd
Mr Lim was an independent and non-executive director of Linc Energy Ltd (“Linc”) from 23 November 2013 to 23 June 2015.
Linc is a global oil and gas company with a broad portfolio of oil, gas and coal assets. Linc announced on 15 April 2016 that it
entered into voluntary administration and appointed administrators working with the company’s management team to
understand the options available which might potentially include a restructure of the company.
Linc subsequently entered into liquidation on 23 May 2016.
PT lndosat
Mr Lim was non-executive Independent Commissioner of PT lndosat Tbk (“PT lndosat”) from December 2002 to August 2008,
and Chairman of Audit Committee from June 2004 to June 2008. In November 2007, PT lndosat along with 6 other Indonesian
telecommunications companies were investigated by Indonesia’s anticompetition, KKPU, on allegations of price-fixing of
charges for short text messages and breach of Anti-monopoly Law of Indonesia. PT lndosat and 8 other companies were also
investigated by KKPU of concern of breaches of Article 27(a) of the Anti-monopoly law of Indonesia. There was no finding of
breach of law by PT lndosat at the time Mr Lim left PT lndosat.
Asian Agri
Mr Lim was president of RGM International Pte Ltd (“RGMI”) from October 2003 to June 2007, and non-executive vice
chairman of RGMI from June 2007 to November 2008. Mr Lim was also acting president of AAA Oils and Fats Pte Ltd (“AAA”)
from June 2007 to November 2007 and non-executive deputy chairman of AAA from November 2007 to November 2008.
RGMI provides strategy services and support to a global group of independent companies (the “RGM Group”) operating in
the resources development sector. Each business group within the RGM group operates independently with its own holding
company and directors responsible for the operation of that business group. Asian Agri is a member of the RGM group and AAA
is a member of Asian Agri.
Certain Indonesian companies of Asian Agri operating in Indonesia were investigated by the tax authorities of Indonesia in
November 2006 for alleged non-payment of certain tax. The tax authorities of Indonesia had not confirmed any findings of
breach of law at the time when Mr Lim left the RGM Group in November 2008. Mr Lim was not a member of the board, nor was
he concerned with the management of the companies under investigation.
286 olamgroup.com
Proxy form IMPORTANT:
1. Shareholders who wish to exercise their voting rights at the AGM may:
(a) (where the Shareholder is an individual) attend and vote “live” at the physical meeting or the virtual meeting of the AGM;
(b) (where the Shareholder is an individual or a corporate) appoint proxy(ies) other than the Chairman of the Meeting
(“Third Party Proxy(ies)”) to attend and vote “live” at the physical meeting or the virtual meeting of the AGM on
their behalf; and
(c) (where the Shareholder is an individual or a corporate) appoint the Chairman of the AGM as proxy to vote on their behalf.
Olam Group Limited 2. Shareholders who wish to appoint Third Party Proxy(ies) to vote “live” at the AGM on their behalf must do both of the
following by Monday, 22 April 2024 at 2.00 p.m.: (a) complete and submit this Proxy Form in accordance with
the instructions in the Notes below; and (b) if the proxy(ies) are to attend the virtual meeting of the AGM, pre-register
(Company Registration No. 202180000W) the proxy(ies) at https://www.olamgroup.com/investors/shareholder-centre/annual-general-meeting-2024.html
(Incorporated in The Republic of Singapore) (the “Pre-Registration Page”).
3. For investors holding shares of Olam Group Limited through Relevant Intermediaries and CPF/SRS Investors (both as defined
in the Notice of AGM), this Proxy Form is not valid for use and shall be ineffective for all intents and purposes if used or
purported to be used by them. Such investors who wish to exercise their voting rights should approach their Relevant
Intermediary/CPF Agent Bank/SRS operator as soon as possible. CPF/SRS investors should approach their respective CPF
Agent Bank or SRS operator at least seven (7) working days before the AGM (i.e. by Tuesday, 16 April 2024 at 2.00 p.m.).
Of (Address)
*and/or
Name Email Address NRIC/Passport No. Number of Shares /
Proportion of Shareholding (%)
or failing whom, the Chairman of the Third Annual General Meeting of the Company (“AGM” or “Meeting”), as *my/our
proxy/proxies to vote for *me/us on *my/our behalf at the Meeting to be convened and held at Heliconia Junior Ballroom,
Level 3, Marina Bay Sands Convention Centre, 10 Bayfront Avenue, Singapore 018956 and by way of electronic means on
Thursday, 25 April 2024 at 2.00 p.m. (Singapore time), and at any adjournment thereof. *I/We direct *my/our proxy/
proxies to vote for or against or to abstain from voting on the Resolutions proposed at the Meeting as indicated hereunder.
If no specific direction as to voting or abstention is given or in the event of any other matter arising at the Meeting and at
any adjournment thereof, the proxy/proxies may vote or abstain from voting at his/her own discretion.
Ordinary Business
1. Directors’ Statement and the Audited Financial Statements of the Company for the
financial year ended 31 December 2023 together with the Auditors’ Report thereon
2. Declaration of second and final dividend of 4.0 cents per share, tax exempt (one-tier) for
the financial year ended 31 December 2023
3. Re-election of Mr Lim Ah Doo as a Director retiring under Regulation 107
4. Re-election of Dr Ajai Puri as a Director retiring under Regulation 107
5. Re-election of Dr Joerg Wolle as a Director retiring under Regulation 107
6. Re-election of Mr Shuji Kobayashi as a Director retiring under Regulation 113
7. Re-election of Mr Yuji Tsushima as a Director retiring under Regulation 113
8. Approval of payment of Directors’ fees of up to S$2,700,000 for the financial year ending
31 December 2024
9. Re-appointment of Messrs Ernst & Young LLP as the auditors of the Company and to
authorise the Directors to fix their remuneration
Special Business
10. General authority to issue Shares
11. Renewal of the Share Buyback Mandate
12. Authority to issue Shares under the OG Share Grant Plan
(If you wish your proxy/proxies to exercise all your votes “For” or “Against” or to “Abstain” from the relevant Resolution,
please tick within the box provided. Alternatively, if you wish your proxy/proxies to exercise your votes both “For”,
“Against” or to “Abstain” from the relevant Resolution, please indicate the number of Shares in the boxes provided.)
IMPORTANT: Please read the notes overleaf before completing this Proxy Form.
Personal Data Privacy:
By submitting an instrument appointing a proxy, the member accepts and agrees to the personal data privacy terms set out
in the Notice of Annual General Meeting dated 9 April 2024.
Notes:
1. Please insert the total number of Shares held by you in the Depository Register (as defined in Section 81SF of the
Securities and Futures Act 2001 of Singapore). If no number is inserted, the instrument appointing a proxy shall be
deemed to relate to all the Shares held by you.
2. A member of the Company who wishes to vote on the Resolutions tabled at the Meeting may:
(i) (where the member is an individual) attend and vote “live” at the physical meeting or the virtual meeting of the AGM;
(ii) (where the member is an individual or corporate) appoint Third Party Proxy(ies) to attend and vote “live” at the
physical meeting or the virtual meeting of the AGM on their behalf; and
(iii) (where the member is an individual or a corporate) appoint the Chairman of the Meeting as proxy to vote on their behalf.
3. Members who wish to appoint Third Party Proxy(ies) to vote “live” at the Meeting on their behalf must do both of
the following by Monday, 22 April 2024 at 2.00 p.m.: (i) complete and submit this Proxy Form in accordance with
the instructions below; and (ii) if the proxy(ies) plan to attend the virtual meeting of the AGM, pre-register the
proxy(ies) at https://www.olamgroup.com/investors/shareholder-centre/annual-general-meeting-2024.html
(the “Pre-Registration Page”).
4. In the Proxy Form, a member of the Company should specifically direct the proxy on how he/she is to vote for,
vote against, or to abstain from voting on, the resolutions. If no specific direction as to voting is given, the proxy
(including the Chairman of the Meeting) may vote or abstain from voting at his/her discretion.
5. (i) A member of the Company (who is not a Relevant Intermediary) entitled to attend and vote at a meeting of the
Company is entitled to appoint one (1) or two (2) proxies to attend and vote on his/her/its behalf. A proxy need
not be a member of the Company. Any appointment of a proxy by a member attending the Meeting shall be null
and void and such proxy shall not be entitled to attend and vote at the Meeting. Where a member (other than
a Relevant Intermediary) appoints two (2) proxies, the appointments shall be invalid unless he/she/it specifies the
number of Shares to be represented by each proxy.
(ii) A member who is a Relevant Intermediary may appoint more than two (2) proxies to attend and vote at the
Meeting, but each proxy must be appointed to exercise the rights attached to a different Share or Shares held by
such member. Where such member appoints two (2) or more proxies, the appointments shall be invalid unless
such member specifies the number of Shares to be represented by each proxy.
6. The instrument appointing a proxy must be deposited (i) by post to the office of the Share Registrar of the Company
at 1 Harbourfront Avenue #14-07 Keppel Bay Tower, Singapore 098632, or (ii) by electronic mail to email address
[email protected] enclosing a clear scanned completed and signed Proxy Form in pdf.
In addition, a Shareholder wishing to appoint proxy(ies) to attend the Virtual Meeting, may appoint proxy(ies) via
electronic submission of the e-Proxy Form at the Pre-Registration Page. The Proxy Form must be received by the
Company not less than 72 hours before the time appointed for the Meeting. Members are strongly encouraged to
submit completed Proxy Forms via email or, where applicable, submit the e-Proxy Form via the Pre-Registration Page.
7. (i) Where the instrument appointing a proxy, submitted by post or by electronic mail, is executed by an individual,
it must be signed under hand by the appointor or of his/her attorney duly authorised in writing, if the instrument
is delivered personally or sent by post. Where the e-Proxy Form is submitted via electronic submission at the
Pre-Registration Page, it must be authorised by the appointor via the online process set out in the Pre-Registration Page.
(ii) Where the instrument appointing a proxy, submitted by post or by electronic mail, is executed by a corporation or
limited liability partnership, it must be either given under its common seal (if any) or signed under hand on its behalf
by an attorney or a duly authorised officer of the corporation or limited liability partnership, if the instrument is delivered
personally or sent by post. Where the e-Proxy Form is submitted via electronic submission at the Pre-Registration
Page, it must be authorised by the appointor via the online process set out in the Pre-Registration Page.
(iii) Where the instrument appointing a proxy is signed or authorised on behalf of the appointor by an attorney,
the letter or the power of attorney or a duly certified true copy thereof must (failing previous registration with
the Company) be lodged with the instrument of proxy in accordance with paragraph 6 above.
General:
The Company shall be entitled to reject the instrument appointing a proxy if it is incomplete, unsigned, improperly completed
or illegible or where the true intentions of the appointor are not ascertainable from the instructions of the appointor specified
in the instrument appointing a proxy. The Company shall not be responsible to confirm nor be liable for the rejection of any
incomplete or invalid proxy instrument. In addition, the Company shall reject any instrument appointing a proxy lodged if the
member, being the appointor, is not shown to have Shares entered against his/her/its name in the Depository Register as at
72 hours before the time appointed for holding the AGM, as certified by The Central Depository (Pte) Limited to the Company.
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