| Kohinoor Energy Limited |
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| (Annual
Report 1996) |
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Contents |
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| Company
Information |
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3 |
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| Notice
of Annual General Meeting |
5 |
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| Chairman's
Review |
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7 |
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| Director's
Report |
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9 |
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| Auditors'
Report to the Members |
13 |
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| Balance
Sheet |
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14 |
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| Cash
Flow Statement |
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16 |
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| Notes
to the Accounts |
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17 |
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| Pattern
of Share Holding of Shares |
23 |
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| Proxy
Form |
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25 |
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Company Information |
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| Board
of Directors |
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| Mr.
M. Azam Saigol |
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Chairman |
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| Mr.
M. Naseem Saigol |
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| Mrs.
Amber Saigol |
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| Mr.
Pervez Malik |
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Chief Executive |
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| Mr.
Haruyoshi Murakami |
(Nominee Tomen
Corporation) Japan |
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| Mr.
Koichi Atsuta |
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(Nominee Tomen
Corporation) Japan |
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| Mr.
Lars-Ake Kjell |
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(Nominee Wartsila Diesel
Oy) Finland |
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| Company
Secretary |
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| Mr.
Haroon Ahmad Khan |
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| Management |
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| Mr.
Pervez Malik |
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Chief Executive |
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| Mr
Mehboob A. Mirza |
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Project Manager |
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| Bankers |
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| ABN
AMRO Bank N. V. |
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| Bank
of America NT&SA |
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| Union
Bank Limited |
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| Faysal
Bank Limited |
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| Registered
Office |
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| 2nd
Floor, Rashid Plaza |
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| 24-D,
Blue Area, Islamabad |
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| Tel
+92-51-824273 |
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| Head
Office/ Share Department |
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| 06-Egerton
Road, Lahore. |
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| Tel:
+92-42-6306131-5 |
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| Project |
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| 35
Km, Link Manga Raiwind Road, Lahore |
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| Tel1.+99-4951-391284-5 |
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| Notice
of Annual General Meeting |
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| Notice
is hereby given that the third Annual General Meeting of shareholders of
KOHINOOR ENERGY |
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| LIMITED
will be held on Tuesday 15 October, 1996 at 11:00 A.M. at Registered Office,
Rashid Plaza, 2nd |
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| Floor,
24-D, Blue Area, Islamabad to transact the following business: |
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| 1.
To confirm the minutes of the Extraordinary General Meeting held on 04
December 1995. |
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| 2.
To receive and adopt the Audited Accounts for the year ended June 30, 1996
along with Directors' and |
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| Auditors'
Reports thereon. |
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| 3.
To appoint Auditors to hold office till the conclusion of the next Annual
General Meeting and to fix their |
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| remuneration. |
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| 4.
Any other business with the permission of the Chair. |
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By Order of the Board |
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| Islamabad
03 September 1996 |
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(Haroon Ahmad Khan) |
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Company Secretary |
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| Notes: |
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| 1.
The Share Transfer Books of the Company will remain closed from 08 October
1996 to 14 October 1996 |
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| (both
days inclusive). |
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| 2.
A member entitled to attend and vote at the above meeting may appoint another
person as proxy. |
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| Proxies,
in order to be effective, must be received at 6 - Egerton Road Lahore, the
Head Office of the |
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| Company
not later than forty-eight hours before the time for holding the meeting and
must be duly |
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| stamped,
signed and witnessed. |
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| 3.
Members are requested to notify the Company for any change in their
addresses. |
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| Chairman
's Review |
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| In
the name of Allah, the almighty, the most Merciful, the most Benevolent! |
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| It
is with pride and pleasure that I present this review of the Company's
activities for the fiscal year 1995-96. |
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| The
Kohinoor Energy Limited (KEL) was incorporated on April 26, 1994 with the
objective of designing, |
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| financing,
building and operating a 120-MW saleable-capacity power station at Ijtemah
Road, Raiwind, 30 km |
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| from
Lahore, the capital of the Punjab. |
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| We
are indebted to Mohtarma Benazir Bhutto, Prime Minister of Pakistan, who
graced us by her presence at the |
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| project's
ground-breaking ceremony on January 28, 1995 and laid the very first brick of
KEL. Today, towards the |
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| close
of the fiscal year 1995-96,1 am happy to announce that taking off in the
first half of December 1996, the |
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| project
will have come into full operational swing by April 1997, and that we are
going to achieve it all within the |
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| projected
cost. |
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| As
the Saigol Group and Tomen Corporation of Japan joined hands, a dynamic,
efficient and hardworking |
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| professional
team was created. By December 1995, the Company listed itself with the three
Stock Exchanges in |
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| Pakistan
and public offering of equity was launched successfully. Total equity was
subscribed and the Company |
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| then
successfully achieved the disbursement of loans. |
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| I
am indeed indebted to the Tomen Corporation of Japan; Wartsila Diesel
Finland, the main manufacturer and |
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| supplier
of equipment; and, of course, the KEL management team, for their hard work
and dedication in fulfilling |
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| the
project's construction and other targets on time within the projected costs. |
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| I
would also like to express my thanks and appreciation to the following for
then- cooperation m completing the |
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| various
phases of this venture: |
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| --
Government of Pakistan, Government of the Punjab and their agencies, and
International |
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| Finance
Corporation (IFC) - USA and ABN AMRO Bank NV, Netherlands, who reaffirmed
their |
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| commitment
to the private power in Pakistan by their innovative finance package
development; |
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|
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| --
The Water and Power Development Authority (WAPDA), our would-be customer, and
Pakistan |
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| State
Oil (PSO), our fuel supplier. |
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| We
offer our gratitude to Almighty Allah and pray Him to allow us to be a
success in our endeavours. |
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|
M. AZAM SAIGOL |
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|
Chairman |
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| Director's
Report |
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| Your
Directors are pleased in submitting the Annual Report and Audited Account for
the year ended June 30, 1996. |
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| Main
Objective |
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| The
main activities of the Company are to design, finance, construct, own and
operate a 120 MW, saleable capacity, |
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| diesel
engines based on furnace oil fuel Power Plant in Pakistan. |
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| Progress |
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| This
year has seen intense activity, thereby achieving various targets of
construction schedule within costs. |
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| Target
dates have been met, the main ones being, |
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| Financial: |
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January 14, 1995 |
Completion of total
Equity Subscription |
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of Rs. 1,443,875,969 |
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April 10, 1996 |
Disbursement of IFC A and
B Loans of |
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US$ 25 Million and US$
36.6 Million |
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respectively to the
Company |
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July 19, 1996 |
Disbursement of
Commercial Loan of |
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US$ 35.0 Million to the
Company |
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| Construction: |
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May 13, 1995 |
Issuance of Letter to
Proceed to the EPC |
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|
Contractor |
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January 1996 |
Completion of Power House
Building |
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March 1996 |
Placement of the First
Generator set on |
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the foundations |
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April 1996 |
100% Completion of all
civil construction |
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works |
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May 1996 |
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Erection of Cooling
Towers completed |
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June 30, 1996 |
90% shipment of plant and
machinery |
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completed. |
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Construction Progress |
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| Construction
Work on the Power Plant was started by Her Excellency Mohtarma Benazir
Bhutto, the Prime Minister |
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| of
Pakistan by performing the ground breaking ceremony on January 28, 1995 at
the Project Site, located at Ijtemah |
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| Road
near Raiwind, approximately 30 Km from the city of Lahore. |
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| A
turn key EPC Contract has been signed between KEL and the joint-venture of
Tomen Corporation, Japan; Tomen |
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| Power,
Singapore; and Wartsila Diesel of Finland on fixed cost and fixed time basis.
Letter to proceed was issued to |
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| EPC
Contractor on May 13, 1995. Independent Consulting Engineer, Sargent and
Lundy (S&L) from USA has |
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| reviewed
and approved the design, plant specifications and the EPC Contract.
Construction Supervision is also being |
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| done
by S&L on behalf of KEL and the Lenders to the Project. |
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| Activity-wise
progress is: |
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| Civil
Works |
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| The
Power house building, Main Genset foundations, Water reservoir tank, Cooling
Water pump, Steam Genset |
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| foundations,
132 Kv grid-station equipment foundations, tanks foundations and exhaust
chimney foundations have |
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| been
completed. The balance of the civil works is progressing according the
schedule. |
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| Engine
Generating Sets |
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| Five
engines out of the total of 8 engines have arrived at site and have been
placed on the foundations. Generators |
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| for
6 sets out of the total of 8 have arrived at site and have been placed on
their foundations. One engine is Iying at |
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| Karachi
port for transportation to Plant site and the balance two sets are on high
seas expected to arrive at Karachi |
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| during
the first part of September 1996. All the associated piping and wiring works
for the first four units have been |
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| completed.
Day tanks, HFO treatment plant intake air filters and other associated
equipment have been erected and |
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| installed. |
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| Tank Farm |
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| This
area consists of 4 main tanks for HFO storage and one tank for LFO storage.
95% of the total tank farm work |
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| has
been completed including the Hydraulic testing of first two main tanks. The
over-head pipe-bridge between the |
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| tank-farm
and the power house has been installed and erected. |
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| 132
Kv Grid Station |
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| This
section of the power plant is 95% complete. All three power transformers have
been installed. All gantry work, |
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| bus-bars,
circuit breakers, isolating switches ad CT and PTs have been erected and
installed. |
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| Cooling
Towers |
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| 98%
Work in this area has been completed. Cooling Water Towers have been erected
and connections between Power |
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| House
and Cooling Towers area have been completed. |
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| Waste
Heat Boilers |
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| All
the (eight) Waste Heat Boilers have been erected for producing steam from the
exhaust gases of the engines. This |
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| steam
will first be utilized in the steam Genset for producing additional power.
The residual steam then will be used |
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| for
heating of the furnace oil whenever required. |
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| Exhaust
Chimneys |
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| Two
exhaust chimneys, one for the first four units and the second for the balance
four units, have been started. Each |
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| chimney
is a self-supporting steel structure and 90% of work on the two chimneys has
been completed. |
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| WAPDA
Interconnection |
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| The
132 Kv double circuit transmission line between the WAPDA Chak 65 grid
station and KEL Power Station has |
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| been
completed including the stringing of the conductor. Chak 65 grid station of
WAPDA is in the process of under |
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| taking
commissioning tests and will be ready as per schedule agreed with WAPDA. |
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| Commercial
Operations |
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| KEL
Power Station will start commercial operation in two phases as per agreed
schedule in the Power Purchase |
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| Agreement
(PPA) |
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| First
phase, consisting of 4 (four) units for a total of 55 MW capacity will start
commercial operation no later than |
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| December
13, 1996. Total plant will start commercial production by April 13, 1997 as
per agreement with WAPDA. |
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| Personnel |
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| The
majority of technical staff of the Company have already been recruited. Four
(4) engineers have already com |
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| pleted
their training with Wartsila Diesel in Finland. The three ex-patriate staff
members under the operations agree |
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| ment
with Wartsila Diesel have joined the KEL team and are actively involved in
the preparations for taking over the |
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| plant
from the contractor after the start of Commercial Operations. |
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| Dividends |
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| No
dividend will be recommended this year as the Company has yet to achieve
Commercial Operation. Projected cash |
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| flows
for the period after commissioning have revealed that the company, after
creating the required debt servicing |
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| and
maintenance reserves, and subject to lenders concurrence, will be able to pay
out its first dividend before the end |
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| of
calendar year 1997. |
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| Auditors |
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| The
retiring Auditors A. F. Ferguson & Company, Chartered Accountants, offer
themselves for re-appointment. |
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| Shareholding
Pattern |
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| A
statement reflecting the pattern of Share holding is attached to the annual
report. |
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| Auditors'
Report to the Members |
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| We
have audited the annexed balance sheet of Kohinoor Energy Limited as at June
30, 1996 and cash |
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| A
have audited the annexed balance sheet of Kohinoor Energy Limited as at June
30, 1996 and |
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| flow
statement for the year then ended together with the notes forming part
thereof and we state that |
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| we
have obtained all the information and explanations which to the best of our
knowledge and belief were |
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| necessary
for the purpose of our audit and, after due verification thereof, we report
that: |
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| a)
in our opinion, proper books of account have been kept by the company as
required by the Compa- |
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| nies
Ordinance, 1984; |
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| b)
in our opinion: |
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|
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| i)
the balance sheet together with the notes thereon have been drawn up in
conformity with |
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| the
Companies Ordinance, 1984 and are in agreement with the books of account and
is |
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| further
in accordance with accounting policies consistently applied; |
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| ii)
the expenditure incurred during the year was for the purpose of the company's
business; |
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| iii)
the business conducted, investments made and the expenditure incurred during
the year |
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| were
in accordance with the objects of the company. |
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|
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| c)
in our opinion and to the best of our information and according to the
explanations given to us, the |
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| balance
sheet and the cash flow statement, together with the notes forming part
thereof, give the information |
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| required
by the Companies Ordinance, 1984, in the manner so required and respectively
give a true and fair |
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| view
of the state of company's affairs as at June 3O, 1996 and the cash flow for
the year then ended; and |
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| d)
in our opinion no zakat was deductible at source under the Zakat and Ushr
Ordinance, 1980. |
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|
Balance Sheet as at June
30, 1996. |
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30-Jun-96 |
30-Jun-95 |
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Note |
Rupees |
Rupees |
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| CAPITAL |
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| Authorised |
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| 140,000,000
ordinary shares of Rs 10 Each |
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|
1,40O,OOO,000 |
1,40O,OOO,OOO |
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|
============== |
============== |
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| Issued,
subscribed and paid-up capital |
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| 130,352,780(1995:
11,154,493) |
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| Ordinary
shares of Rs. 10 each issued for cash |
|
1,303,527,800 |
111,500,000 |
|
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|
|
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| Advance
against issue of shares |
|
- |
109,469,672 |
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| Reserves
- Share premium |
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|
140,348,169 |
- |
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|
----------- |
----------- |
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|
1,443,875,969 |
221,000,000 |
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| LONG
-TERMS LOANS - SECURED |
|
3 |
2,175,132,960 |
- |
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| CURRENT
LIABILITIES |
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| Creditors,
accrued and other liabilities |
|
4 |
404,984,623 |
53,171,510 |
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| CONTINGENCIES
AND COMMITMENTS |
|
5 |
- |
- |
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|
----------- |
----------- |
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4,023,993,552 |
274,186,112 |
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|
============== |
============== |
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| FIXED
CAPITAL EXPENDITURE |
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| Operating
fixed assets |
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6 |
21,369,653 |
13,765,700 |
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| Capital
work in progress |
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7 |
3,803,784,178 |
124,346,803 |
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|
----------- |
----------- |
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|
3,825,153,831 |
138,112,503 |
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| DEFERRED
COSTS |
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8 |
7,661,126 |
1,477,840 |
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| CURRENT
ASSETS |
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| Advance,
deposits, prepayments and |
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|
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| other
receivables |
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9 |
11,245,847 |
1,913,540 |
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| Cash
and bank balances |
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|
10 |
179,932,748 |
132,682,229 |
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|
----------- |
----------- |
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|
191,178,595 |
134,595,769 |
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|
----------- |
----------- |
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|
4,023,993,552 |
274,186,112 |
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|
============== |
============== |
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| The
annexed notes form an integral part of these accounts. |
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|
Cash Flow Statement for
Year Ended June 30, 1996 |
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Year to |
Six months to |
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June 30, 1996 |
June 30, 1995 |
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|
Rupees |
Rupees |
|
|
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| INVESTING
ACTIVITIES |
|
| Fixed
capital expenditure |
|
(3,305,940,380) |
(87,271,670) |
|
| Financial
charges paid |
|
(329,243,426) |
(25,971,609) |
|
| Interest/mark-up
income received |
|
16,49O,092 |
2,382,320 |
|
| Deferred
costs |
|
|
(6,183,286) |
211,120 |
|
|
|
|
----------- |
----------- |
|
|
|
(3,624,877,000) |
(110,649,839) |
|
|
|
|
|
| (Increase)
in current assets |
|
|
|
|
|
|
|
|
| Advance,
deposits and prepayments |
|
(5,457,930) |
(762,684) |
|
| Increase
in current liabilities |
|
|
|
| Creditors,
accrued and other liabilities |
|
279,591,122 |
36,898,804 |
|
| Net
cash outflow from investing |
|
----------- |
----------- |
|
| activities |
|
(3,350,743,808) |
(74,513,719) |
|
|
|
|
|
|
| FINANCE
ACTIVITIES |
|
|
|
| Increase
in share capital |
|
1,222,861,367 |
173,546,252 |
|
| Long-term
loans |
|
2,175,132,960 |
- |
|
|
|
|
|
| Net
cash inflow from financing activities |
|
3,397,994,327 |
173,546,252 |
|
|
|
|
----------- |
----------- |
|
| Net
increase in cash and cash equivalents |
|
|
47,250,519 |
99,032,533 |
|
| Cash
and cash equivalents at the beginning |
|
|
|
| of
the year |
|
132,682,229 |
33,649,696 |
|
| Cash
and cash equivalents at the end |
|
----------- |
----------- |
|
| of
the year |
|
179,932,748 |
132,682,229 |
|
|
|
|
============== |
============== |
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|
|
|
|
Notes to the Accounts for
the Year ended June 30, 1996 |
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|
|
| 1.
The company was incorporated on April 26, 1994 and received Certificate for
Commencement of Business on |
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| September
14, 1994. Profit and loss account for the year ended June 3O, 1996 has not
been drawn up as the company |
|
| has
not commenced operations. The company is in the business of power generation. |
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| 2.
SIGNIFICANT ACCOUNTING POLICIES |
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| 2.1
Accounting convention |
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| The
accounts have been prepared under the historical cost convention, modified by
capitalisation of exchange |
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| differences
referred to in note 2.6. |
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| 2.2
Taxation |
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|
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| Profit
and gains derived by the company are exempt from tax under clause 176 of the
Second Schedule of the |
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| Income
Tax Ordinance, 1979. |
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|
|
| The
company is also exempt from minimum tax on turnover under clause 20 of the
Part IV of Second Sched |
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| ule
of the Income Tax Ordinance, 1979. |
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|
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| 2.3
Retirement benefits |
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|
|
|
| The
company operates an approved contributory Provident Fund Scheme for all its
permanent employees. |
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|
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| 2.4
Fixed assets |
|
|
|
|
|
| Operating
fixed assets except land are stated at cost less accumulated depreciation.
Land and capital work in |
|
| progress
are stated at cost. |
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|
|
|
|
|
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|
|
| Depreciation
on operating fixed assets is charged to profit on The straight line method so
as to write off the |
|
| historical
cost of an asset over its estimated useful life. The full annual rate of
depreciation is applied on the |
|
| cost
of additions while no depreciation is charged on assets deleted during the
year. |
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|
|
|
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|
|
| 2.5
Deferred costs |
|
|
|
|
|
| These
costs are to be amortised in equal instalments over five years by 1998. |
|
| 2.6
Foreign currencies |
|
|
| Assets
and liabilities in foreign currencies are translated into Pak Rupees at
exchange rates prevailing at the |
|
| balance-sheet
date. Exchange differences on loans utilised for the acquisition of plant and
machinery are |
|
| capitalised. |
|
|
|
| 2.7
Financial and other charges |
|
| Financial
and other charges on long-term loans are capitalised upto the date of
commissioning of the |
|
| respective
plant and machinery, acquired out of the proceeds of such long-term loans. |
|
|
|
|
| 3.
Long-term loans - secured |
|
| These
are composed of: |
|
|
Foreign |
|
|
|
Currency Balance |
Rupee equivalent |
Rate of |
No.of equal |
|
| Lender |
|
Currency |
1996 |
1995 |
1996 |
1995 |
Interest |
half yearly |
|
Interest |
|
|
(US$ in thousand) |
(Rupees in thousand) |
per annum |
Instalments |
|
Payable |
|
| International |
|
|
| Finance |
|
|
|
| Corporation |
|
|
| Loan A |
|
US$ |
25,000 |
- |
882,765 |
- |
11.25% |
20-Commencing |
Half yearly |
|
|
|
|
|
|
|
|
March 1999 |
|
| Loan B |
|
US$ |
36,600 |
- |
1,292,368 |
- |
Libor + 2.5% |
18 "Commencing |
Half yearly |
|
|
|
-------- |
-------- |
-------- |
-------- |
|
March 1998 |
|
|
|
|
61,600 |
- |
2,175,133 |
- |
|
|
|
|
|
========== |
========== |
========== |
========== |
|
|
|
|
|
| Security |
|
|
|
|
|
| These
loans are secured by a registered mortgage on the company's freehold land and
building, a first charge on present |
|
| and
future moveable assets including plant and machinery, equipment and motor
vehicles and a floating charge on the |
|
| company's
present and future current assets including stock in trade, stores and
spares, trade debts and other receiv |
|
| ables. |
|
|
|
|
|
| Unavailed
financial facility |
|
| The
company signed an arrangement for a loan of US $ 35 million with a financial
institution. No draw-downs have |
|
| been
made against the loan facility to June 30, 1996. The loan is repayable in 20
equal half yearly instalments com |
|
| mencing
from March 1997. Interest is payable half yearly at Libor + 1.5% per annum.
The loan facility is secured by |
|
| properties
and assets referred to above on same terms and conditions and by a charge
ranking pari passu with the |
|
| disbursed
loans. |
|
|
|
|
| 4.
Creditors, accrued and other liabilities |
|
|
|
|
|
June 30, |
June 30, |
|
|
|
1996 |
1995 |
|
|
|
Rupees |
Rupees |
|
|
|
|
|
| Creditors |
|
292,066,218 |
174,425 |
|
| Retention
money |
|
28,847,208 |
4,836,052 |
|
| Due
to associated concerns |
|
107,090 |
47,211,245 |
|
| Income
tax deducted at source |
|
1,747 |
22 |
|
| Accrued
liabilities |
|
83,962,360 |
949,766 |
|
|
|
--------- |
--------- |
|
|
404,984,623 |
53,171,510 |
|
|
=========== |
=========== |
|
|
|
|
|
|
| 5.
Contingencies and commitments |
|
| Letter
of credit of US$ 3 million has been given to WAPDA on account of liquidated
damages, if the company fails to |
|
| commission
the plant before the commercial operation date, under the Power Purchase
Agreement. |
|
| Commitments
in respect of |
|
| (i)
Contracts for capital expenditure Rs. 992 million (1995: Rs 3594 million) |
|
|
|
|
| 6.
Operating fixed assets |
|
| The
following IS a statement of the operating fixed assets |
|
|
|
|
|
|
Cost as at |
Additions/ |
Cost as at |
Accumulated |
Book value |
Rate |
Depreciation |
|
|
|
July 1, |
(deletions) |
June 30, |
depreciation |
as at June |
% |
charge for |
