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NEW JUBILEE INSURANCE CO. LTD.
ANNUAL REPORT 1997
Board of Directors
Chairman of the Board of Directors
Towfiq H. Chinoy
President & Managing Director
(Chief Executive)
Masood Noorani
Directors:
Abdul M. Jaffer
Akbarali Hashwani
Khurshid A. Minhas
Kurbanali K. Poonawala
Mahmood Faruque
Sadruddin Hashwani
Registered Office
2nd Floor, Jubilee Insurance House
I.I. Chundrigar Road
Karachi- Pakistan.
Notice of Meeting
Notice is hereby given that the 45th Annual General Meeting of New Jubilee Insurance Company Limited will be
held on Friday, 19th June, 1998 at 11:00 a.m. at Raffia Choudri Memorial Centre, Ground Floor, Sidco Avenue
Centre, 264 - R.A. Lines, Karachi, to transact the following business:
ORDINARY BUSINESS
1. To confirm the Minutes of the Annual General Meeting held on 27th June, 1997.
2. To consider and adopt the Audited Accounts together with the Directors' and Auditors' Report for the year
ended December 31,1997.
3. To approve the payment of cash dividend of 25% as recommended by the Directors.
4. To appoint Auditors and fix their remuneration.
SPECIAL BUSINESS:
5. Issue of Bonus Shares
To consider and approve the following resolutions:
Resolved that a sum of Rs. 20,194,065 out of the Company's Reserve for the issue of Bonus Shares be
capitalised and applied for the issue of 4,038,813 ordinary shares of Rs. 5/- each and allotted as 'fully paid
bonus shares to those members of the Company whose names appear in the Register of Members of the
Company on 19th June, 1998 in the ratio of 1 (One) bonus share for every 5 (Five) shares held and that such
new shares shall rank pari passu as regards future dividends and in all other respects with the existing ordinary
shares of the Company.
Further resolved that the aggregate of the fractions of a share of Rs. 5/- each arising on such allotment be sold
and the net proceeds thereof be distributed prorata to the members entitled thereto.
Further resolved that for the purpose of giving effect to the above resolutions, the Managing Director be and is
hereby authorised to give such directions as may be necessary and to settle any questions or difficulties that
may arise in regard to the distribution of the bonus shares or in the payment of the sale proceeds of the
fractions as he may in his discretion deem fit.
A statement under section 160 of the Companies Ordinance, 1984 pertaining to the special business is being sent
to the shareholders with this notice.
Statement under Section 160 of the Companies Ordinance, 1984.
It is proposed that a sum of Rs. 20,194,065 out of the Company's profit for the year 1997 be capitalised by
issuing 4,038,813 fully paid bonus shares of Rs. 5/- each. These shares shall be issued to those members
whose names appear in the register of members onl9th June, 1998. The bonus shares shall be issued in
proportion of 1 (One) share for every 5 (Five) shares .held by a member. After the issue of these bonus shares,
the paid-up capital of the Company would increase from Rs. 100,970,330 to Rs.121,164,395.
NOTES:
1. The Share Transfer Books of the Company will be closed from 15th June, 1998 to 27th June, 1998 (both days
inclusive) to determine the entitlement for dividend and bonus shares. No application for transfer of shares will
be accepted during this period.
2. A member entitled to attend and vote at the Meeting may appoint another member as his/her proxy to attend
and vote on his/her behalf. The proxy, in order to be effective, must be received at the Registered Office of the
Company not less than 48 hours before the time of the Meeting.
3. Members are requested to immediately inform the Company of any change in their addresses.
Directors' Report
The Directors have pleasure in presenting their Report together with the Audited Accounts of the Company for the
year ended 31st December, 1997.
You will be pleased to know that in 1998, NJI will be completing 45 years of business. It is a matter of great
satisfaction that over this period it has emerged as one of the most highly reputed insurance companies of
Pakistan with a very strong financial base.
General Business Overview
The unsatisfactory economic situation which prevailed in 1997 is well known. The insurance sector also suffered
due to the depressed economy. The premium revenue of the entire general insurance sector in 1997 increased
marginally over the previous year. In real terms, this indicates a decline as compared to 1996.
NJl's Results
By the Grace of Allah, inspite of the depressed economic scenario, we have achieved excellent all-round results
as evident from the following data:
1997 (Rs.) 1996 (Rs.) Increase
Gross Direct Premium 491,513,351 448,323,686 10%
Net Premium 253,094,375 232,975,100 9%
Underwriting Profit 57,924,092 34,236,328 69%
Investment Income 60,466,635 47,218,486 28%
Capital Gains realized 17,091,170 6,927,294 147%
Profit before tax 102,195,987 66,412,357 54%
Profit after tax 100,810,362 37,587,286 168%
Premium Revenue
The increase of 10% in premium is due to our diversified portfolio of business including the health and energy
sector. As a result, we were able to increase our premium revenue inspire of the decline in the fire and marine
premium experienced by the entire market.
Underwriting Profit
Our underwriting profit increased substantially. Out of the total increase of Rs. 23,687,764 an amount of
Rs. 11,033,045 is due to the improvement in underwriting profit. This is a significant achievement and indicates
our sound underwriting policy and the overall quality of our business portfolio. The remaining increase of
Rs. 12,654,719 is due to the reduction in the annual provision for unexpired risks which we have been providing at
the rate of 50% of the net premium written during the year. However, the Income Tax Department has disallowed
this reserve at more than 40%, which is the minimum requirement under the Insurance Act 1938. Our appeal
before the Income Tax Tribunal has been decided against us. The Directors have, therefore, decided to reduce this
reserve to 45% in the 1997 accounts. Most insurance companies in Pakistan are providing for this liability at the
rate of 40%.
Investment Income and Realized Capital Gains
In line with the economic conditions prevailing in the country, the situation on the Stock Exchange during the year
1997 was also very depressed. Share values of even the good companies have suffered considerable erosion,
although the earnings per share and price-earnings ratios appear to be very attractive.
Inspite of this situation, we have achieved a very handsome increase of 28% in our income from shares, bonds,
treasury bills, money market funds and rental income.
Considering the market trend, we also sold some shares, resulting in an overall capital gain of over Rs. 17 million.
As a matter of prudence, we have also written off an amount of Rs. 6,604,832 on account of depreciation in the
value of certain shares held in our portfolio on 31st December, 1997; although the total market value of our
portfolio of shares on 31-12-97 was Rs. 240 million as compared with the book value of Rs. 117 million.
Taxation
The judicial appeals regarding various issues in dispute with the tax department were decided in 1997. These
decisions have resulted in a reversal of tax liability of Rs. 29,978,217 of prior years, which has been set-off against
our tax liability of Rs. 31,363,842 for the accounting year 1997; and hence, the very nominal difference between
the before-tax and after-tax profits.
Health Insurance Business
NJI is the pioneer of this class of business in Pakistan. With considerable hard work and patience the Group
Health Insurance product introduced by us in 1990 has achieved recognition and we have the privilege of offering
this insurance benefit to approximately 200 blue chip corporations and progressive employers.
Allocation from Profits
The amount available for appropriation including the undistributed balance of the previous year is Rs. 102,215,647.
We recommend that this amount be appropriated in the following manner:
Rupees
Payment of cash dividend at 25% 25,242,582
Issue of Bonus Shares at 20% 20,194,065
Transfer to General Reserve 35,000,000
Carry forward to next year's account 21,779,000
----------
102,215,647
==========
Prospects for the Current Year
The economic crises continues, and the prospects for the rest of the year are quite uncertain. We hope the
situation will improve in the remainder of the year. Whilst the long-term growth and prosperity of NJI is linked with
that of the country, we are confident that with our strong financial base and dedicated team of officers and staff, we
will Insha Allah successfully meet the challenges of the current year.
Board of Directors
We record with sorrow the death of Mr. Amir S. Chinoy on 22nd January, 1998. He had earlier resigned from the
Board on 27th August, 1997. He served as a Director for 38 years and made a valuable contribution throughout
this period.
Mr. Akbarali Hashwahl resigned from the position of the Chairman of the Board with effect from 27th August, 1997
after serving in this capacity for 17 years, but continues as a Director of the Company. The Directors co-opted
Mr. Towfiq Chinoy to fill the vacancy caused by the resignation of Mr. Amir Chinoy, and also elected him as the
Chairman of the Board.
Mr. William B. Robinson, a Director of the Company since 1989 also resigned from the Board with effect from
5th May, 1998. The Directors record their appreciation for the valuable services rendered by Mr. Akbarali
Hashwahl in his capacity as Chairman and Mr. William B. Robinson as a Director of the Company.
Pattern of Shareholdings
The pattern of shareholdings is shown on page 28 of this Report.
Conclusion
We thank our clients for their patronage and the confidence they have placed in the Company, the Controller of
Insurance and his Department for their co-operation. We also thank the executives, officers and staff of the
Company for their dedication and hard work without which these good results could not have been achieved.
Auditors' Report to the Members
We have audited the annexed Balance Sheet of New Jubilee Insurance Company Limited as at
December 31, 1997, the Fire, Marine and Miscellaneous Business Revenue Accounts, Profit and Loss Account,
Profit and Loss Appropriation Account and Cash Flow Statement, together with the notes forming part thereof, for
the year ended on that date and we state that we have obtained all the information and explanations which to the
best of our knowledge and belief, were necessary for the purposes of our audit and, after due verification thereof,
we report that:
(a) in our opinion, proper books of account have been kept by the Company as required by the Companies
Ordinance, 1984;
(b) in our opinion:
(i) the Balance Sheet, the Fire, Marine and Miscellaneous Business Revenue Accounts, Profit and Loss
Account and Profit and Loss Appropriation Account together with notes thereto have been drawn up in
conformity with the provisions of the Insurance Act, 1938 and are in agreement with the books of account,
and are further in accordance with the accounting policies consistently applied;
(ii) the expenditure incurred during the year was for the purpose of the Company's business;
(iii) business conducted, investments made and expenditure incurred during the year were in accordance with
the objects of the Company;
(c) we have verified the cash and bank balances and the securities relating to the Company's loans and
investments by actual inspection or by the production of certificates from the Ioanee, custodians of investments
and Company's bankers;
(d) in our opinion and to the best of our information and according to the explanations given to us and as shown by
the books of the Company, the annexed Balance Sheet, the Fire, Marine and Miscellaneous Business
Revenue Accounts, Profit and Loss Account and Profit and Loss Appropriation Account together with notes
forming part thereof give the information required by the Insurance Act, 1938, in the manner so required, and
the Balance Sheet, Profit and Loss Account and Cash Flow Statement respectively give a true and fair view of
the Company's affairs as at December 31, 1997, and its profit and cash flows for the year then ended;
(e) n our opinion zakat deductible at source under the Zakat and Ushr Ordinance, 1980 was deducted by the
Company and deposited in the Central Zakat Fund established under Section 7 of that Ordinance.
A.F. Ferguson & Co.
Karachi: May 5, 1998 Chartered Accountants
Balance Sheet as at December 31, 1997
1997 1996
Rupees Rupees
Share Capital
Authorised
30,000,000 ordinary shares of Rs 5 each 150,000,000 150,000,000
========== ==========
Issued and subscribed
420,000 ordinary shares of Rs 5 each
fully paid in cash 2,100,000 2,100,000
19,774,066 (1996: 17,140,057) ordinary shares
of Rs 5 each issued as fully paid
bonus shares 98,870,330 85,700,285
---------- ----------
100,970,330 87,800,285
Reserve for issue of bonus shares 20,194,065 13,170,045
Exceptional losses reserves - note I (b) ---------- ----------
Fire insurance 4,555,800 4,555,800
Marine insurance 2,838,600 2,838,600
Miscellaneous insurance 1,989,400 1,989,400
---------- ----------
9,383,800 9,383,800
Revenue reserves ---------- ----------
General reserve 130,000,000 95,000,000
Unappropriated profit 21,779,000 1,405,285
---------- ----------
151,779,000 96,405,285
Balances of Accounts - note 1 (c) ---------- ----------
Fire insurance account 19,758,888 24,032,194
Marine insurance account 18,630,277 24,844,685
Miscellaneous insurance account (including motor insurance
Rs 41,451,173; 1996: Rs 42,584,629) 75,503,304 67,610,671
---------- ----------
113,892,469 116,487,550
Provision for doubtful balances 27,650,000 15,000,000
Liabilities and provisions
Estimated liability in respect of outstanding claims ---------- ----------
whether due or intimated 70,830,465 61,678,864
Amounts due to other persons or bodies carrying on
insurance business 39,260,240 35,529,044
Sundry creditors (including outstanding and accrued expenses) 104,896,397 106,356,403
Premiums, rents in advance and deposits 8,137,229 12,419,714
Outstanding dividends 21,636,827 18,316,930
Proposed final dividend 25,242,582 17,560,057
---------- ----------
270,003,740 251,861,012
---------- ----------
693,873,404 590,107,977
========== ==========
The annexed notes form an integral part of these accounts.
1997 1996
Loans Rupees Rupees
On mortgage of property within Pakistan 2,000,000 2,000,000
On shares - 5,000,000
---------- ----------
2,000,000 7,000,000
Investments - notes 1 (g) and 3
Deposits with State Bank of Pakistan - at cost ---------- ----------
Rs 130,700 11 3/4% Pakistan Loan 2002                                 130,700 130,700
Rs 177,500 11 1/2% Pakistan Loan 2000 175,241 175,241
Rs 53,000 Federal Investment Bonds of Government of Pakistan 53,000 53,000
---------- ----------
358,941 358,941
Short-term Federal Bonds - at cost 50,000,000 57,500,000
Federal Investment Bonds of Government of Pakistan - at cost - 4,975,000
Debentures of companies incorporated in Pakistan - at cost - 49,266
Shares of companies incorporated in Pakistan, ordinary shares -
at book value (market value
Rs. 240,245,490; 1996: Rs. 201,376,015) 116,742,121 113,486,275
Term Finance Certificates 53,694,635 58,934,574
Certificates of Investment 20,000,000 43,000,000
House property and leasehold land in
Pakistan - note 1 (g) 9,098,839 9,166,709
---------- ----------
249,894,536 287,470,765
Furniture, office equipment and vehicles -
at cost less depreciation 21,521,825 19,514,762
Current Assets ---------- ----------
Agents' balances and outstanding premiums 157,080,520 133,381,401
Interest, return on deposits, dividends and rents
Outstanding 7,843,360 5,326,028
Accruing but not due 3,673,555 5,778,767
Amounts due from other persons or bodies carrying
on insurance business 34,204,009 27,954,845
Advances, deposits and prepayments 4,283,147 2,214,201
Taxation - provision less payments 38,763,997 21,819,841
Cash and bank balances
At banks on deposit accounts 73,941,833 13,210,000
At banks under portfolio management scheme - 5,000,000
At banks on current accounts, in transit and in hand 100,666,622 61,437,367
---------- ----------
420,457,043 276,122,450
---------- ----------
693,873,404 590,107,977
========== ==========
We certify that:
1. The investments shown in the Balance Sheet have been valued as indicated therein at cost or at book value, and the market values of the
investments have been ascertained, wherever applicable, from published quotations as on December 31, 1997.
2. The values of all the assets have been reviewed as at December 31, 1997 and in our belief, such assets set forth in the Balance Sheet are
shown in the aggregate at amounts not exceeding their realisable or market value under the several headings given therein.
Profit and Loss Account for the Year ended December 31, 1997
1997 1996
Rupees Rupees
Provision for taxation
- current 18,804,677 14,312,000
- prior years written back (14,938,152) -
---------- ----------
3,866,525 14,312,000
Expenses of management (not applicable to any
particular fund or account) 3,248,271 3,328,058
Provision for doubtful balances 12,650,000 10,000,000
Bonus to staff - note I (e) 4,652,516 4,147,150
Charitable donations 685,730 324,350
Contribution to staff gratuity fund - note 1 (d) 500,000 400,000
Provision for retirement benefits 1,000,000 400,000
Depreciation on investments 6,672,702 79,847
Depreciation on furniture, office equipment and vehicles 4,438,934 4,246,978
Zakat deducted at source 173,852 264,248
Balance for the year carried down to appropriation account 100,810,362 37,587,286
---------- ----------
138,698,892 75,089,917
========== ==========
1997 1996
Rupees Rupees
Interest/return on deposits, dividends and rents
(not applicable to any particular fund or account) 60,466,635 47,218,486
Less: Income-tax thereon (12,559,165) (14,513,071)
Add: prior years written back 15,040,065 -
---------- ----------
62,947,535 32,705,415
Profit on sale of investments - net 17,091,170 6,927,294
Profit on disposal of furniture, office equipment
and vehicles - net 512,051 845,571
Exchange gain 224,044 375,309
Profit transferred from: ---------- ----------
Fire revenue account 20,520,983 12,991,466
Marine revenue account 21,432,271 8,734,523
Miscellaneous revenue account (including profit on motor
insurance business Rs 3,578,977; 1996: Rs 1,180,032) 15,970,838 12,510,339
---------- ----------
57,924,092 34,236,328
---------- ----------
138,698,892 75,089,917
========== ==========
Profit and Loss Appropriation Account for the Year ended December 31, 1997
Transfer to general reserve 35,000,000 6,000,000
Transfer to reserve for issue of bonus shares 20,194,065 13,170,045
Proposed final dividend @ 25% (1996: @ 20%) 25,242,582 17,560,057
Balance carried forward 21,779,000 1,405,285
---------- ----------
102,215,647 38,135,387
========== ==========
Balance brought forward from previous year 1,405,285 548,101
Balance for the year brought down from profit and loss account 100,810,362 37,587,286
---------- ----------
102,215,647 38,135,387
========== ==========
The annexed notes form an integral part of these accounts.