| Genertech Pakistan Limited |
|
|
|
|
|
|
| ANNUAL
REPORT 1998 |
|
|
|
| CONTENTS |
|
|
| COMPANY
INFORMATION |
|
| NOTICE
OF MEETING |
|
| PATTERN
OF HOLDING OF SHARES |
|
| DIRECTORS'
REPORT |
|
| AUDITORS REPORT |
|
| BALANCE
SHEET |
|
| PROFIT
AND LOSS ACCOUNT |
|
| CASH
FLOW STATEMENT |
|
| NOTES
TO THE ACCOUNTS |
|
|
|
| COMPANY
INFORMATION |
|
|
| CHAIRMAN |
|
Jahangir Elahi |
|
| CHIEF
EXECUTIVE |
Alamgir Elahi |
|
| DIRECTORS |
|
Jahangir Elahi |
|
|
Tanvir Elahi |
|
|
Ahmed Jahangir |
|
|
Amir Jahangir |
|
|
Akhlaq Ali Khan |
|
|
Humayun Nabi Jan |
|
|
| COMPANY
SECRETARY |
Nadir All Awan |
|
|
| AUDITORS |
|
M/s Zahid Jamil & Co. |
|
|
Chattered Accountants |
|
|
(An Independent Member of
BKR |
|
|
International) |
|
|
| LEGAL
ADVISOR |
M/s Rizvi & Company |
|
|
| BANKERS |
|
ABN-AMRO Bank |
|
|
Askari Commercial Bank
Limited |
|
|
Emirates Bank
International P.J.S.C |
|
|
Trust Investment Bank
Limited |
|
|
Union Bank Limited |
|
|
The Bank of Punjab |
|
|
| REGISTERED
OFFICE |
31/C-1, Ghalib Road,
Gulberg III, |
|
|
Lahore, Pakistan. |
|
|
Tel: (042)
5710216-20/5751811-14 |
|
|
Fax: (042)
5712881/5756686 |
|
|
| PLANT |
|
49th Kilometer, Lahore
Muirart Road. |
|
|
Near Bhai Pheru, Tehsil
Chunian, |
|
|
District Kasur. |
|
|
|
| NOTICE
OF ANNUAL GENERAL MEETING |
|
|
|
| Notice
is hereby given that the Eighth Annual General Meeting of the Shareholders of |
|
| Genertech
Pakistan Limited will be held at the Registered office of the company at
31/C-1. |
|
| Ghalib
Road, Gulberg III, Lahore, on Thursday December 31, 1998 at 11.00 A.M to |
|
| transact
the following business: |
|
|
| 1.
To confirm the minutes of the last General Meeting. |
|
|
| 2.
To receive and adopt the audited accounts for the year ended June 30, 1998
together |
|
| with
the Auditors' and Directors' report thereon. |
|
|
| 3.
To approve Cash Dividend @ 17.50% i e. Rs.1.75 per share as recommended by |
|
| the
Board of Directors. |
|
|
| 4.
To appoint auditors for the current year and fix their remuneration. The
present |
|
| auditors
M/s Zahid Jamil & Co. Chartered Accountants, (An Independent Member of |
|
| BKR
International), being eligible, have offered themselves for re-appointment. |
|
|
| 5.
To discuss any other matter with the permission of the chair. |
|
|
| For
and on behalf of |
|
| BOARD
OF DIRECTORS |
|
|
| NADIR
ALl AWAN |
|
| Company
Secretary |
|
|
| Lahore:
November 26, 1998 |
|
|
| NOTES: |
|
|
| 1.
The Share Transfer Books of the Company shall remain closed from December 29, |
|
| 1998
to January 08. 1999 (both days inclusive). Transfers received in order, at
31/C-I |
|
| Ghalib
Road, Gulberg III, Lahore, the Share Department of the Company, at the close
of |
|
| Business
on December 28, 1998 shall be treated in time for the purpose of payment of |
|
| dividend
to transferees. |
|
|
| 2.
A member entitled to attend and vote at the above meeting may appoint another |
|
| member
as proxy |
|
|
| 3.
Proxies. in order to be effective, must be received at the Registered Office
of the |
|
| Company
not later than forty eight hours before the time of meeting and must be duly |
|
| stamped,
signed and witnessed. |
|
|
| 4.
Shareholders are requested to promptly notify the Company of any change in
their |
|
| addresses. |
|
|
|
| PATTERN
OF SHARE HOLDING AS AT JUNE 30, 1998 |
|
|
| NUMBER OF |
SHARE HOLDERS |
|
TOTAL |
|
| SHAREHOLDERS |
|
|
FROM |
|
TO |
|
| 115 |
1 |
--- |
100 |
11,450 |
|
| 2475 |
101 |
--- |
500 |
1,192,800 |
|
| 507 |
501 |
--- |
1000 |
498,300 |
|
| 722 |
1001 |
--- |
4000 |
2,038,400 |
|
| 108 |
4001 |
--- |
5000 |
772,100 |
|
| 97 |
6001 |
--- |
10000 |
1,065,500 |
|
| 28 |
11001 |
--- |
15000 |
462,650 |
|
| 19 |
16001 |
--- |
20000 |
398,100 |
|
| 11 |
21001 |
--- |
25000 |
290,100 |
|
| 14 |
26001 |
--- |
30000 |
434,925 |
|
| 5 |
31001 |
--- |
35000 |
182,500 |
|
| 4 |
36001 |
--- |
40000 |
163,500 |
|
| 2 |
41001 |
--- |
45000 |
97,700 |
|
| 4 |
46001 |
--- |
50000 |
200,000 |
|
| 2 |
51001 |
--- |
56000 |
118,500 |
|
| 5 |
56001 |
--- |
60000 |
311,600 |
|
| 2 |
66001 |
--- |
70000 |
144,600 |
|
| 1 |
71001 |
--- |
75000 |
79,500 |
|
| 3 |
91001 |
--- |
95000 |
292,300 |
|
| 3 |
96001 |
--- |
100000 |
300,000 |
|
| 1 |
121001 |
--- |
125000 |
128,500 |
|
| 1 |
151001 |
--- |
155000 |
158,000 |
|
| 1 |
161001 |
--- |
165000 |
168,300 |
|
| 2 |
176001 |
--- |
180000 |
363,000 |
|
| 1 |
196001 |
--- |
200000 |
201,000 |
|
| 1 |
206001 |
--- |
210000 |
212,000 |
|
| 1 |
226001 |
--- |
230000 |
234,800 |
|
| 1 |
236001 |
--- |
240000 |
241,500 |
|
| 1 |
306001 |
--- |
310000 |
312,900 |
|
| 1 |
316001 |
--- |
320000 |
323,100 |
|
| 1 |
516001 |
--- |
520000 |
520,950 |
|
| 2 |
591001 |
--- |
595000 |
1,199,500 |
|
| 1 |
1781001 |
--- |
1785000 |
1,789,525 |
|
| 1 |
3086001 |
--- |
3090000 |
3,092,500 |
|
| ---------- |
---------- |
---------- |
---------- |
---------- |
|
| 4,143 |
|
TOTAL |
|
18,000,000 |
|
| ========== |
========== |
========== |
========== |
========== |
|
|
| CATEGORIES
OF |
|
NUMBER OF |
SHARES |
PERCENTAGE |
|
| SHARE
HOLDERS |
|
SHARE HOLDERS |
HELD |
|
|
|
| I
Individuals |
|
4,080 |
8,311,775 |
46.18 |
|
| 2
Investment Companies |
|
28 |
1,451,900 |
8.07 |
|
| 3
Insurance Companies |
|
2 |
262,500 |
1.46 |
|
| 4
Joint Stock Companies |
15 |
6,255,625 |
34.75 |
|
| 5
Financial Institutions |
4 |
943,250 |
5.24 |
|
| 6
Modaraba Companies |
|
4 |
52,000 |
0.29 |
|
| 7
Foreign Investors |
|
10 |
722,950 |
4.01 |
|
|
|
---------- |
---------- |
---------- |
|
|
4,143 |
18,000,000 |
100.00 |
|
|
========== |
========== |
========== |
|
|
|
|
| DIRECTORS'
REPORT |
|
|
|
|
| Dear
Shareholders, |
|
|
| The
directors of your company welcome you to the 8th Annual General Meeting of
the |
|
| company
and present their report together with audited financial statement of the
company |
|
| for
the year ended June 30th 1998. |
|
|
| Operating
Results and Appropriations |
|
|
| The
period under review saw continuance of the deteriorating socio-economic
conditions. |
|
| However,
your company despite difficult conditions have been able to demonstrate an
all |
|
| round
improvement in results. As far as operations of Genertech Pakistan Limited
are |
|
| concerned
the year under review shows an improvement in production efficiency which is |
|
| 78.84%
as against 73.55% of the last year, this optimum level of efficiency was
managed |
|
| through
consistent supply of good quality oil and by carrying out the required
maintenance of |
|
| plant
in efficient and timely manner, resulting in minimum breakdowns/stoppages.
During the |
|
| year
four out of five of Nigata power generating sets completed 24,000 hours of
operations |
|
| and
the prescribed maintenance schedule for all the four sets was carried out
which will of |
|
| course
help in achieving maintained optimum level of performance of the engines in |
|
| subsequent
years. This schedule of maintenance involving heavy import of required parts |
|
| together
with a pressure on receivables caused a strain on cash flows which
resultantly |
|
| increased
short term borrowings of the company. Profitability as compared to previous
year |
|
| also
being on higher side, its' distribution between the shareholders is proposed
to be |
|
| enhanced
accordingly. |
|
|
| Results
for proceeding year are expected to show further improvement as the year
under |
|
| review
does not carry the full impact of increase in WAPDA tariff which was
announced |
|
| during
March 1998 and decrease in furnace oil rates which came effective at the end
of June |
|
| 1998,both
of these factors carry positive contribution towards profitability/working
capital, |
|
| which
in turn will result in reduced short term borrowings of the company for the
next year. |
|
|
| The
highlights of the operating results for the year are as under, giving an EPS
of PIRs. 3.17 |
|
| (PRs.
2.52 -1997)' |
|
|
|
(Rupees in thousands) |
|
|
1998 |
1997 |
|
|
| Sales
(net) |
|
540,287 |
504,282 |
|
| Gross
Profit |
|
27,863 |
114,718 |
|
| Net Profit |
|
57,101 |
45,307 |
|
|
| The
Board of Directors are pleased to recommend the following appropriations: |
|
|
| Un-appropriated
profit brought forward |
|
8,111 |
4,804 |
|
| Transfer
to General Reserve |
|
25,000 |
15,000 |
|
| Dividend
(17.5%) |
|
31,500 |
27,000 |
|
|
| Year
2000 Compliance |
|
|
| The
company is in process of making changes in it's software and hardware |
|
| systems
as required for being compliant to year 2000 and anticipates to be on |
|
| line
as "year 2000 compliance" well in time. |
|
|
| Auditors |
|
|
| The
retiring auditors Messers Zahid Jamil & Company, Chartered Accountants |
|
| (An
independent member of BKR International) being eligible offer themselves |
|
| for
re-appointment. |
|
|
| Acknowledgment |
|
|
| Directors
wish to place on record their appreciation for the work of the staff and |
|
| executives
of the company. |
|
|
| Pattern
of Shareholding |
|
|
| The
pattern of shareholding as on June 30,1998 as required under section 236 |
|
| of
the Companies Ordinance, 1984 is enclosed. |
|
|
| For
and on behalf of the |
|
| BOARD
OF DIRECTORS |
|
|
| Alamgir
Elahi |
|
| Chief
Executive |
|
|
| Lahore:
November 18, 1998 |
|
|
|
| AUDITORS'
REPORT TO THE MEMBERS |
|
|
|
| We
have audited the annexed balance sheet of GENERTECH PAKISTAN LIMITED as at |
|
| June
30, 1998 and the related profit and loss account and cash flow statement,
together with |
|
| the
notes forming part thereof, for the year then ended 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 purpose 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 and profit and loss account together with the notes |
|
| thereon
have been drawn up in conformity with the Companies |
|
| Ordinance,
1984, and are in agreement with the books of account |
|
| and
are further in accordance with accounting policies consistently |
|
| applied; |
|
|
| ii)
the expenditure incurred during the year was for the purposes of the |
|
| company's
business; and |
|
|
| iii)
the business conducted, investments made and the expenditure |
|
| incurred
during the year were in accordance with the objects of the |
|
| company; |
|
|
| c)
in our opinion and to the best of our information and according to the
explanations |
|
| given
to us, except for the effect of the matter referred to in note 10.1, the
balance |
|
| sheet,
profit and loss account and cash flow statement together with the notes |
|
| forming
part thereof, give the information required by the Companies Ordinance, |
|
| 1984
in the manner so required and respectively give a true and fair view of the
state |
|
| of
the company's affairs as at June 30, 1998 and of the profit and the cash flow
for the |
|
| year
then ended; and |
|
|
| d)
in 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. |
|
|
| LAHORE: |
|
(ZAHID JAMIL &
COMPANY) |
|
| DATED:
November 26, 1998 |
|
(CHARTERED ACCOUNTANTS) |
|
|
|
| BALANCE
SHEET AS AT JUNE 30, 1998 |
|
|
|
NOTE |
1998 |
1997 |
|
|
|
Rupees |
Rupees |
|
| SHARE
CAPITAL & RESERVES |
|
| Authorised
share capital |
|
| 20,000,000
ordinary shares of Rs. 10 each |
|
200,000,000 |
200,000,000 |
|
|
========== |
========== |
|
| Issued,
subscribed & paid up share capital |
|
| 18,000,000
ordinary shares of Rs. 10 each |
|
| fully
paid up in cash |
|
180,000,000 |
180,000,000 |
|
|
| Premium
on issue of shares |
|
114,945,750 |
114,945,750 |
|
| Revenue reserve |
3 |
|
130,000,000 |
105,000,000 |
|
| Unappropriated
profit |
|
8,713,398 |
8,111,672 |
|
|
---------- |
---------- |
|
|
433,659,148 |
408,057,422 |
|
|
| LONG
TERM LOAN |
|
4 |
156,648,050 |
234,971,776 |
|
|
| LIABILITIES
AGAINST ASSETS SUBJECT |
|
| TO
FINANCE LEASE |
|
5 |
98,901,141 |
111,939,440 |
|
|
| CURRENT
LIABILITIES |
|
|
| Current
portion of long term liabilities |
6 |
112,131,011 |
105,143,306 |
|
| Short
term runnin9 finance |
7 |
124,463,256 |
85,635,600 |
|
| Creditors,
accrued & other liabilities |
8 |
37,552,925 |
33,171,858 |
|
| Dividend
payable |
|
|
36,695,903 |
30,765,396 |
|
|
|
310,843,095 |
254,716,160 |
|
| CONTINGENCIES
& COMMITMENTS |
9 |
- |
- |
|
|
|
|
---------- |
---------- |
|
|
1,000,051,434 |
1,009,684,798 |
|
|
========== |
========== |
|
| TANGIBLE
FIXED ASSETS |
|
| Operating
fixed assets |
|
10 |
718,171,240 |
746,969,896 |
|
|
|
|
| Capital
work-in-progress |
11 |
20,375,000 |
2,256,316 |
|
|
|
---------- |
---------- |
|
|
|
738,546,240 |
749,226,212 |
|
| LONG
TERM DEPOSITS |
|
12 |
17,609,266 |
18,703,194 |
|
| DEFERRED
COST |
|
13 |
1,061,432 |
2,122,863 |
|
| CURRENT
ASSETS |
|
| Stores
& spares |
|
14 |
63,951,340 |
45,648,648 |
|
| Trade
debts |
|
15 |
86,766,144 |
67,414,417 |
|
|
| Advances,
prepayments & other |
|
| receivable |
|
16 |
28,981,972 |
65,794,933 |
|
|
|
|
| Cash
& bank balances |
|
17 |
63,135,040 |
60,774,531 |
|
|
|
---------- |
---------- |
|
|
242,834,496 |
239,632,529 |
|
|
---------- |
---------- |
|
|
1,000,051,434 |
1,009,684,798 |
|
|
========== |
========== |
|
|
|
|
| The
annexed notes from 1 to 24 form an integral pad |
|
| of
these accounts. Auditor's report to the members |
|
| is
annexed here to. |
|
|
|
| PROFIT
AND LOSS ACCOUNT FOR THE YEAR ENDED JUNE 30, 1998 |
|
|
|
NOTE |
1998 |
1997 |
|
|
Rupees |
Rupees |
|
|
| SALES
(Net) |
|
540,287,038 |
504,282,128 |
|
| COST
OF SALES |
|
18 |
412,423,911 |
389,563,558 |
|
|
---------- |
---------- |
|
| GROSS
PROFIT |
|
127,863,127 |
114,718,570 |
|
| ADMINISTRATIVE&
GENERAL EXPENSES |
19 |
6,173,587 |
3,870,872 |
|
|
|
---------- |
---------- |
|
| OPERATING
PROFIT |
|
|
121,689,540 |
110,847,698 |
|
| OTHER
INCOME |
|
|
- |
1,415,099 |
|
| FINANCIAL
& OTHER CHARGES |
20 |
61,582,460 |
64,570,693 |
|
| WORKERS'
PARTICIPATION FUND |
|
3,005,354 |
2,384,605 |
|
|
---------- |
---------- |
|
|
64,587,814 |
66,955,298 |
|
|
---------- |
---------- |
|
| PROFIT
FOR THE YEAR |
|
57,101,726 |
45,307,499 |
|
| UNAPPROPRIATED
PROFIT BROUGHT |
|
| FORWARD |
|
8,111,672 |
4,804,173 |
|
|
---------- |
---------- |
|
| PROFIT
AVAILABLE FOR APPROPRIATION |
|
65,213,398 |
50,111,672 |
|
| APPROPRIATIONS |
|
|
| Transfer
to general reserve |
|
25,000,000 |
15,000,000 |
|
| Proposed
final dividend |
|
31,500,000 |
27,000,000 |
|
|
---------- |
---------- |
|
|
56,500,000 |
42,000,000 |
|
| UNAPPROPRIATED
PROFIT CARRIED |
|
---------- |
---------- |
|
| FORWARD |
|
8,713,398 |
8,111,672 |
|
|
========== |
========== |
|
| The
annexed notes from 1 to 24 form an integral part of these accounts. |
|
|
| CHIEF
EXECUTIVE |
|
DIRECTOR |
|
|
|
|
|
| CASH
FLOW STATEMENT FOR THE YEAR ENDED JUNE 30, 1998 |
|
|
|
|
|
|
1998 |
1997 |
|
|
Rupees |
Rupees |
|
|
| CASH
FLOWS FROM OPERATING ACTIVITIES |
|
|
| Profit
for the year |
|
57,101,726 |
45,307,499 |
|
| Add:
Adjustments to reconcile profit to net cash |
|
| provided
by operating activities |
|
| Depreciation |
|
74,493,497 |
73,862,284 |
|
| Deferred
cost amortized |
|
1,061,431 |
1,061,431 |
|
|
---------- |
---------- |
|
|
75,554,928 |
74,923,715 |
|
|
---------- |
---------- |
|
| Cash
flows from operating activities before |
|
|
| working
capital changes |
|
132,656,654 |
120,231,214 |
|
|
| (Increase)/decrease
in current assets |
|
| Stores
& spares |
|
(18,302,692) |
(28,929,991) |
|
| Trade
debts |
|
(19,351,727) |
(37,684,097) |
|
| Advances,
prepayments & other receivables |
|
36,812,961 |
(52,309,583) |
|
|
---------- |
---------- |
|
|
(841,458) |
(118,923,671) |
|
| Increase/(decrease)
in current liabilities |
|
|
| Short
term running finance |
|
38,827,656 |
57,097,558 |
|
| Creditors,
accrued & other liabilities |
|
4,381,067 |
9,698,719 |
|
|
---------- |
---------- |
|
|
43,208,723 |
66,796,277 |
|
|
---------- |
---------- |
|
| Net
cash used in operating activities |
|
175,023,919 |
68,103,820 |
|
|
| CASH
FLOWS FROM INVESTING ACTIVITIES |
|
|
| Fixed
assets acquired |
|
(84,686,949) |
(85,979,983) |
|
| Long
term deposits |
|
1,093,928 |
1,294,401 |
|
| Sale
proceeds of fixed assets |
|
20,873,424 |
44,063,788 |
|
| Short
term investments |
|
- |
48,113,726 |
|
|
---------- |
---------- |
|
| Net
cash used in investing activities |
|
(62,719,597) |
7,491,932 |
|
|
| CASH
FLOWS FROM FINANCING ACTIVITIES |
|
|
|
| Liabilities
against assets subject to finance lease |
20,870,500 |
44,196,424 |
|
| Repayment
of long term loan |
|
(78,323,726) |
(78,323,726) |
|
| Gratuity
Paid |
|
- |
(330,714) |
|
| Lease
rentals paid |
|
(26,921,094) |
(11,494,029) |
|
| Dividend
paid |
|
(25,569,493) |
(10,384,424) |
|
|
---------- |
---------- |
|
| Net
cash flows from financing activities |
|
(109,943,813) |
(56,336,469) |
|
|
---------- |
---------- |
|
| Net
increase/(decrease) in cash & cash equivalents |
2,360,509 |
19,259,283 |
|
| Cash
& cash equivalents at the beginning of the year |
60,774,531 |
41,515,248 |
|
|
---------- |
---------- |
|
| Cash
& cash equivalents at the end of the year |
63,135,040 |
60,774,531 |
|
|
========== |
========== |
|
| CHIEF
EXECUTIVE |
|
DIRECTOR |
|
|
|
|
|
| NOTES
TO THE ACCOUNTS FOR THE YEAR ENDED JUNE 30, 1998 |
|
|
| 1.
STATUS AND OPERATIONS |
|
|
| Genertech
Pakistan Limited is a public limited company and its shares are listed on all |
|
| three
stock exchanges of Pakistan. The company is primarily engaged in owning, |
|
| managing
and operating electric power generation facilities. |
|