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Kohinoor Genertek Limited
Annual Report 1998
CONTENTS
Company Information
Notice of Annual General Meeting
Directors' Report to the Shareholders
Auditors' Report to the Members
Balance Sheet
Profit and Loss Account
Cash Flow Statement
Notes to the Accounts
Pattern of Shares Held by the Shareholders
COMPANY INFORMATION
BOARD OF DIRECTORS
MR. TARIQ SAYEED SAIGOL Chairman
MR. SARMAD AMIN Chief Executive
MR. TAUFIQUE SAYEED SAIGOL
MR. AAMIR FAYYAZ SHEIKH
MR. ASAD FAYYAZ SHEIKH
MR. SAYEED TARIQ SAIGOL
MR. USMAN SAID
MR. WUSOOQ KHALEELI (Nominee of NIT)
COMPANY SECRETARY
MR. MUHAMMAD ASHRAF
AUDITORS
M/S. AVAIS HYDER ZAMAN RIZWANI,
CHARTERED ACCOUNTANTS
BANKERS
PRIME COMMERCIAL BANK LIMITED
GULF COMMERCIAL BANK LIMITED
UNION BANK LIMITED
REGISTERED OFFICE
42-LAWRENCE ROAD,
LAHORE.
TEL: 6302261-6302262
FAX: 92-42-6368721
PROJECT
8TH KILOMETER, MANGA RAIWIND ROAD,
DISTRICT KASUR.
TEL: 04951-391941-45
FAX: 04951-391948
NOTICE OF ANNUAL GENERAL MEETING
Notice is hereby given that the 6th Annual General Meeting of the members of Kohinoor Genertek
Limited will be held on Thursday, December 24, 1998 at 10.30 a.m. at its Registered Office, 42-
Lawrence Road, Lahore, to transact the following business:-
1. To confirm the minutes of the 5th Annual General Meeting held on December 29, 1997.
2. To receive, consider and adopt the audited accounts of the Company for the year ended
June 30, 1998 together with the Directors' and Auditors' Reports thereon.
3. To approve the payment of final cash dividend @ Rs. 1.75 per share of Rs. 10/= each
(17.5%), for the year ended June 30, 1998, as recommended by the Directors.
4. To appoint Auditors and fix their remuneration. M/s. Avais Hyder Zaman Rizwani, Chartered
Accountants, the retiring auditors, being eligible offer themselves for re-appointment.
5. To transact any other business with the permission of the Chair.
BY ORDER OF THE BOARD
Lahore: December 01, 1998. (MUHAMMAD ASHRAF)
Company Secretary
NOTES:
1. The share transfer books of the Company shall remain closed from December 24, 1998 to
December 30, 1998 (both days inclusive). Transfers received in order at the Registered Office
of the Company by the close of business on December 23, 1998 will be treated in time.
2. A member entitled to vote at this meeting is entitled to appoint another member as proxy.
Proxies in order to be effective must be received at 42-Lawrence Road, Lahore, the
Registered Office of the Company not less than 48 hours before the meeting and must be
duly stamped, signed and witnessed.
3. Shareholders are requested to promptly notify the Company of any change in their
addresses.
DIRECTORS' REPORT TO THE SHAREHOLDERS
The Directors of your company welcome you 'to the 6th Annual General Meeting of the Company
and take pleasure in placing before you their report alongwith audited accounts and auditors'
report thereon for the year ended 30th June 1998.
Operating Results
Your company earned a net profit of Rs. 75.086 million as compared to Rs. 52.099 million last year.
The major reason for this improvement is increase in production efficiency, increase in WAPDA
tariff from March 1998 and strict monitoring of production costs.
 (Rupees in thousand)
1998 1997
Net profit of the Company for the year ended 30th June 1998 75,086 52,099
Unappropriated profit brought forward 32,127 28,928
---------- ----------
Profit available for appropriation 107,213 81,027
Appropriations:
Interim Cash Dividend @ Rs. 3/- per share - 48,900
Proposed Final Cash Dividend @ Rs. 1.75 per share 28,525 -
---------- ----------
28,525 48,900
---------- ----------
Unappropriated profit carried forward 78,688 32,127
========== ==========
Earning per share (Rupees) 4.61 3.20
Future Prospects
The management of the Company is exerting its best efforts for maximum capacity utilisation and it
is hoped that there will be an increase in profitability of the Company during the current financial
year.
Millennium Bug
The database that has been used to develop the software systems is compliant with year 2000.
However, there are some modifications required in input forms and output reports to handle the
century in four digits and the Company is taking measures to ensure that all its computer
applications, process controllers and hardware systems are free of the millennium bug and year
2000 compliant well before the turn of the century.
Dividend
Your Directors have recommended a final cash dividend @ Rs. 1.75 per share of Rs. 10 each
(17.50%) for the year ended 30th June, 1998.
Auditors
The auditors M/s. Avais Hyder Zaman Rizwani, Chartered Accountants, retire and being eligible
offer themselves for re-appointment.
Pattern of Share Holding
The pattern of share holding of the Company is included in the Annual Report.
Acknowledgment
The Directors place on record their appreciation for the dedicated efforts made by the Staff and
Executives of the Company and hope that the same spirit of devotion and dedication will continue
in future.
for and on behalf of the Board
Lahore: November 21, 1998. (SARMAD AMIN)
Chief Executive
AUDITORS' REPORT TO THE MEMBERS
We have audited the annexed balance sheet of Kohinoor Genertek Limited as at 30 June 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 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 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 the accounting
policies consistently applied;
(ii) the expenditure incurred during the year was for the purpose 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, 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 30 June 1998 and of the profit and cash flow for the year then ended; and
(d) in our opinion no Zakat was deductible at source under the Zakat and Ushr Ordinance, 1980.
AVAIS HYDER ZAMAN
Lahore: November 21, 1998. Chartered Accountants
BALANCE SHEET AS AT 30 JUNE 1998
1998 1997
Note Rupees Rupees
SHARE CAPITAL AND RESERVES
Authorised Capital
30,000,000 ordinary shares of Rs. 10 each 300,000,000 300,000,000
========== ==========
Issued, subscribed and paid-up capital 3 163,000,000 163,000,000
Capital reserve 4 98,000,000 98,000,000
Unappropriated profit 78,688,418 32,126,785
---------- ----------
339,688,418 293,126,785
LONG TERM LOANS - Secured 5 22,938,635 119,671,662
DEFERRED LIABILITY - Gratuity 6 756,100 369,850
CURRENT LIABILITIES
Current portion of long term loans 5 119,671,662 -
Short term finance - Secured 7 77,594,011 73,334,914
Creditors, accrued and other liabilities 8 31,663,019 91,329,385
Proposed dividend 28,525,000 -
---------- ----------
257,453,692 164,664,299
CONTINGENCIES AND COMMITMENTS 9 - -
---------- ----------
620,836,845 577,832,596
========== ==========
FIXED CAPITAL EXPENDITURE
Operating fixed assets 10 384,418,162 419,387,441
Capital work-in-progress 11 1,211,667 177,623
---------- ----------
385,629,829 419,565,064
LONG TERM INVESTMENT 12 60,900,000 60,900,000
DEFERRED COST 13 5,784,906 7,713,206
CURRENT ASSETS
Stores, spares and loose tools 14 37,846,588 14,142,849
Stock of oil and lubricants 15 12,264,826 7,128,856
Trade debts 16 37,881,924 35,109,309
Advances, deposits & prepayments 17 76,514,478 27,926,308
Other receivables 18 1,777,051 628,161
Cash and bank balances 19 2,237,243 4,718,843
---------- ----------
168,522,110 89,654,326
---------- ----------
620,836,845 577,832,596
========== ==========
The annexed notes form an integral part of these accounts.
SARMAD AMIN WUSOOQ KHALEELI
Chief Executive Director
PROFIT AND LOSS ACCOUNT
FOR THE YEAR ENDED 30 JUNE 1998
1998 1997
Note Rupees Rupees
Sales 20 389,407,553 262,841,952
Cost of generation 21 282,832,064 190,229,091
---------- ----------
Gross Profit 106,575,489 72,612,861
Operating expenses 22 5,633,473 5,692,810
---------- ----------
Operating profit 100,942,016 66,920,051
Other income 23 3,905,245 1,703,242
---------- ----------
104,847,261 68,623,293
---------- ----------
Financial and other charges 24 20,118,156 11,853,971
Amortisation of deferred cost 1,928,300 1,928,300
Workers' profit participation fund 4,140,040 2,742,051
---------- ----------
26,186,496 16,524,322
---------- ----------
Net profit for the year 78,660,765 52,098,971
Taxation - Prior year's 25 3,574,132 -
---------- ----------
75,086,633 52,098,971
Unappropriated profit brought forward 32,126,785 28,927,814
---------- ----------
Profit available for appropriation 107,213,418 81,026,785
Appropriation:
Interim dividend @ Rs. Nil (1997: Rs. 3) per share - 48,900,000
Final proposed dividend Rs. 1.75 (1997: Rs. Nil) per share 28,525,000 -
---------- ----------
28,525,000 48,900,000
---------- ----------
Unappropriated profit carried forward 78,688,418 32,126,785
========== ==========
The annexed notes form an integral part of these accounts.
SARMAD AMIN WUSOOQ KHALEELI
Chief Executive Director
CASH FLOW STATEMENT
FOR THE YEAR ENDED 30 JUNE 1998
1998 1997
Note Rupees Rupees
CASH FLOW FROM OPERATING ACTIVITIES
Cash generated from operations 29 32,582,657 152,251,764
Financial charges paid (18,197,359) (10,516,401)
Gratuity paid (27,800) -
Tax paid (3,574,132) -
---------- ----------
Net cash inflow from operating activities 10,783,366 141,735,363
CASH FLOW FROM INVESTING ACTIVITIES
Fixed capital expenditure (8,966,606) (177,454,772)
Long term investment - (60,900,000)
Proceeds from sale of fixed assets - 630,000
---------- ----------
Net cash (outflow) from investing activities (8,966,606) (237,724,772)
CASH FLOW FROM FINANCING ACTIVITIES
Dividend paid (27,236,995) (20,919,825)
Long term loans 22,938,635 119,671,662
---------- ----------
Net cash (outflow)/inflow from financing activities (4,298,360) 98,751,837
Net (decrease)/increase in cash & cash equivalents (2,481,600) 2,762,428
Cash and cash equivalents at the beginning of the year 4,718,843 1,956,415
---------- ----------
Cash and cash equivalents at the end of the year 30 2,237,243 4,718,843
========== ==========
The annexed notes form an integral part of these accounts.
SARMAD AMIN WUSOOQ KHALEELI
Chief Executive Director
NOTES TO THE ACCOUNTS
FOR THE YEAR ENDED 30 JUNE 1998
1. THE COMPANY AND ITS OPERATIONS
Kohinoor Genertek Limited was incorporated in February, 1993 as a public limited company in
Pakistan under the Companies Ordinance, 1984 with the primary object to undertake power
generation, distribution and supply of electricity. The shares of the company are quoted on Karachi
and Lahore Stock Exchanges.
2. SIGNIFICANT ACCOUNTING POLICIES
The principal accounting policies adopted in the preparation of these accounts are summarized
below:
2.1 Accounting convention
These accounts have been prepared under the historical cost convention without any
adjustment for the effects of inflation or current values.
2.2 Staff retirement benefits
The company has been operating an unfunded gratuity scheme for its employees whose
period of service is one year or more for which provision annually is made to cover the
obligation. However, in the succeeding year the company has disbanded the gratuity scheme
and has introduced Provident Fund Scheme with effect from 1 October, 1998.
2.3 Taxation
By virtue of clause 176 of part 1 of Second Schedule to the Income Tax Ordinance, 1979,
profits and gains of the company are exempt from levy of income tax. The company is also
exempt from minimum tax on turnover under clause 20 of the part IV of Second Schedule to
the Income Tax Ordinance, 1979.
2.4 Fixed capital expenditure
All fixed capital expenditures are stated at cost less accumulated depreciation except
freehold land and capital work in progress which are stated at cost. Depreciation is
calculated on reducing balance method at normal rates specified in Note 10. Full year's
depreciation is charged on additions whereas no depreciation is charged on deletions during
the year.
Maintenance and normal repairs are charged to income as and when incurred. Major
renewals and improvements are capitalized.
Gains/losses, if any, on disposal of assets are taken to profit and loss account.
2.5 Deferred cost
The deferred cost is being amortized over a period of five years beginning from the full year
of commercial production i.e. year ended 30 June 1997.
2.6 Stocks, stores and spares
These are valued at moving average cost, except stores in transit which are stated at actual
cost.
2.7 Revenue recognition
Revenue from supply of electricity is recognized on issue of bills to customers.
2.8 Foreign currency translation
Foreign currency assets and liabilities, if any are translated at the rate prevailing on the date
of balance sheet. Foreign currency transactions, if any, are converted at the rate applicable
on the date of transaction. Resulting gain or loss, if any, relating to acquisition of assets is
capitalised and for other transactions, charged to revenue.
2.9 Investments
These are stated at cost.
1998 1997
Rupees Rupees
3. ISSUED, SUBSCRIBED & PAID UP CAPITAL
16,300,000 ordinary shares of Rs. 10 each
fully paid in cash 163,000,000 163,000,000
========== ==========
4. CAPITAL RESERVES
Premium against issuance of shares 98,000,000 98,000,000
========== ==========
5. LONG TERM LOANS - Secured
Union Bank Limited 5.1 119,671,662 119,671,662
Prime Commercial Bank Limited 5.2 22,938,635 -
---------- ----------
142,610,297 119,671,662
119,671,662 -
---------- ----------
22,938,635 119,671,662
========== ==========
5.1 This represents the amount of Usance Letter of Credit (ULC) established by Union Bank
Limited for Japanese Yen 329.674 million (1997: Japanese Yen 329.674 million) including
interest amounting to Japanese Yen 26.374 million. The said Letter of Credit, which was
established in April 1996 for import of one Niigata engine, shall mature before the end of
November 1998. On the basis of exchange rate currently prevailing the Company is liable to
pay in excess of Rs. 20 million more on the liability as above due to loss in value (devaluation)
of Pak Rs. against Japanese Yen over the period.
The above facility is secured by creating first registered and equitable pari-passu charge on
the assets of the Company valuing upto Rs. 175 million.
5.2 This represents the amount of Usance Letter of Credit (ULC) established by Prime
Commercial Bank Limited for Japanese Yen 66.796 million (1997: Rs. Nil) in September 1997
for import of spare parts for Niigata engine, the maturity date of which is November 1999.
The above facility is secured by creating first registered and equitable mortgage pari-passu
charge over fixed assets of the Company of a value upto Rs. 27 million and first
hypothecation charge over stocks and receivables of the Company also valuing upto Rs. 27
million and personal guarantees of directors.
6. DEFERRED LIABILITY - Gratuity
Balance brought forward 369,850 100,250
Provision during the year 414,050 269,600
Payments to outgoing staff 27,800 -
---------- ----------
386,250 269,600
---------- ----------
756,100 369,850
========== ==========
7. SHORT TERM FINANCE - Secured
The financing was obtained from various financial institutions and banks under mark-up
arrangements aggregating Rs. 82 million (1997: Rs. 74 million). The rate of mark-up ranges from
19% to 23.5% (1997 · 20% to 23.5%). The purchase price of these facilities is to be settled on
various dates upto June 1999.
The arrangements are secured by way of pari-passu charges over fixed assets, hypothecation of
the Company's stocks, trade debts and other receivables, pledge of shares (Shares of Maple Leaf
Cement Factory Limited. Please see note 12 on Long term investments), bank guarantees and