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Fauji Fertilizer Company Limited
Annual Report 2000
CONTENTS
Ten Years at a Glance
Company Information
Notice of Meeting
Report of the Directors
Auditors' Report to the Members
Balance Sheet
Profit And Loss Account
Cash Flow Statement
Statement of Changes in Equity
Notes to the Accounts
Pattern of Shareholding
COMPANY INFORMATION
Board of Directors Lt Gen Muhammad Maqbool (Retd), HI(M), SBt
Chairman
Lt Gen Amjad Shuaib (Retd), HI(M)
Chief Executive & Managing Director
Dr Haldor Topsoe
Mr. Qaiser Javed
Brig Muhammad Saeed Baig (Retd)
Brig Ghulam Hussain (Retd)
Brig Ashfaq Ahmad (Retd)
Brig Muhammad Akram Ali Khan (Retd)
Mr. Istaqbal Mehdi
Dr Amjad Waheed
Mr. Abdul Hafeez Chaudhry
Mr. Badr-Ud-Din Khan
Mr. Zaigham Mahmood Rizvi
Secretary Brig Muhammad Akram Khan (Retd)
Registered Office 93-Harley Street, Rawalpindi Cantt.
Plantsite Goth Machhi, Sadikabad,
Rahim Yar Khan.
Marketing Division Lahore Trade Centre,
11 Shahrah-e-Aiwan-e-Tijarat,
Lahore.
Karachi Office D-143, Block-4, KDA Scheme - 5,
Kehkashan Clifton,
Karachi.
Auditors A.F. Ferguson & Co.,
Chartered Accountants
NOTICE OF MEETING
Notice is hereby given that the 23rd Annual General Meeting of the Shareholders of Fauji Fertilizer Company Limited will
be held at Pearl Continental Hotel, The Mall, Rawalpindi, on Tuesday June 19, 2001 at 1100 hours to transact the following
business:-
Ordinary Business
1. To confirm the minutes of the 22nd Annual General Meeting held on June 22, 2000.
2. To receive, consider and adopt the Audited Accounts of the Company together with the Auditors' and the Directors'
  Reports for the year ended December 31, 2000.
3. To appoint Auditors for the year 2001 and to fix their remuneration.
4. To approve payment of Final Dividend for the year ended December 31,2000 as recommended by the Board of
Directors.
5. To transact any other business with the permission of the Chairman.
By Order of the Board,
Rawalpindi Brig Muhammad Akram Khan (Retd)
May 29, 2001 Company Secretary
NOTES:
1. The share transfer books of the Company will remain closed from June 05 to June 19, 2001 (both days inclusive).
2. A member of the Company entitled to attend and vote at the Annual General Meeting may appoint a person/
representative as proxy to attend and vote in place of the member at the Meeting. Proxies in order to be effective
must be received at the Company's Registered Office, 93-Harley Street, Rawalpindi not later than 48 hours before
the time of holding the Meeting.
REPORT OF THE DIRECTORS FOR THE YEAR ENDED DECEMBER 31, 2000
* Your directors are pleased to report the audited financial results of Fauji Fertilizer Company Limited for the year 2000,
its 23rd year in business.
* One year ago you were informed about the state of affairs of the Company in the midst of change in the gas pricing
mechanism and it was emphasized that profitability of the Company in the year 2000 may not be as in the past due
to increase in gas prices, inflationary trends and substantial reduction in mark-up rates.
* A comprehensive strategic plan was implemented to deal with the crisis situation and in the course of the ensuing
year, though the profitability has declined compared to last year but we are pleased to report that with the untiring
efforts of the Company employees and implementation of cost control measures, results attained are Alhamadullilah
48% higher than the planned targets. The Company attained 4th position in the Karachi Stock Exchange list of top
25 companies based on 1999 results.
* We have come a long way in developing a strategic vision for FFC as an entity. The Board has focused the Company's
energies on a single goal - to remain the market leader - and deliver value to its customers and farming community
every day through a variety of services and the two group retail products SONA UREA (prilled and granular) and
SONA DAP have emerged as premium brand names in the market.
* The industry struggled with lower sales, higher inventory levels and intense price competition against low cost urea
imports during the first half of the year 2000. Although the situation has considerably improved, the water crisis and
drought conditions are expected to have a negative impact on the overall industry off-take during 2001. High rate of
inflation, poor purchasing power of the growers and insufficient credit facilities coupled with weak agri product prices
are also some of the factors which may affect the growth in fertilizer sales in the coming days. However, based on
the stable supply demand we do not expect much decline in the industry off-take and the situation is expected to
remain stable.
PRODUCTION AND MARKETING
* "Sona" production stood at 1,426 thousand tonnes in 2000 as opposed to 1,461 thousand tonnes in 1999, a drop of
2% due to maintenance turnaround of Expansion Unit. Sales of "Sona" this year were, however, up by 2% and stood
at 1,459 thousand tonnes in 2000 against 1,428 thousand tonnes sold last year. Thus the Company was able to sell
102% of its production in 2000, as opposed to 98% last year.
* The import of urea at a lower price during 1999 and liquidity crunch in agriculture sector had significant impact on the
locally produced Urea fertilizer sales. Despite this, FFC was able to maintain its leadership position with 44% urea market
participation including marketing of FJFC granular urea, which shows an increase of 5% over the last year. During the
year 2000 the Company marketed 2,188 thousand tonnes including 690 thousand tonnes of FJFC products. This was
15% higher than quantity marketed in 1999 and also the highest ever.
* In order to promote balanced fertilizer usage and to impart the latest agriculture technology to the farming community,
field days, farmer meetings and group discussions were undertaken. In addition, FFC continued to provide soil and
water testing facilities through laboratories; 11,800 soil and water samples were analyzed during the year.
* Safety, production, training, environmental protection and total quality management were given top priority as usual.
The Company achieved 14.06 million man-hours of safe operation on December 31,2000 without lost work injury. In
2000, insurance audit was carried out by a leading insurance company of Pakistan and exemplary standards in safety
were recognized.
* Three years certification of our IS0-9002 Quality Management System, through Bureau Varitas Quality International
were completed on November 19, 2000. One surveillance and one internal audit of our Quality Management Systems
were completed successfully during year 2000.
* Technical Training Centre conducted skill improvement courses for staff as usual. Besides these, internship training
of 4-9 weeks was also conducted for engineering students from NUST Rawalpindi, UET Lahore, UET Peshawar and
NFC Multan.
FINANCIAL RESULTS
* The Company earned net profit after tax of Rs. 2,644 million in 2000 as against Rs. 3,087 million for the same period
of 1999 resulting in decline in EPS to Rs.10.31 per participating share as against Rs.12.04 last year. Contribution
to the national ex-chequer in the form of taxes and levies however increased by 11% and the Company contributed
an amount of Rs. 5.2 billion in Government revenues this year which is almost twice the amount of net profit of the
Company and is an all time record.
* The decline in net margins despite higher sales volumes is mainly attributed to increase in gas tariffs and a 15% GST
on all gas used in the manufacturing process. FFC's profitability on account of its more efficient plants, which use
much less fuel as a percentage of total gas consumed, was however less affected as compared to its competitors.
Other Income, a major source of profitability, was maintained at Rs 1 billion level despite reduction in mark-up rates,
which contributed 28% to profit after tax or Rs. 4.3 per share in 2000, on an equity basis, as opposed to 24% earned
last year. The Company follows a strategy of earning through less risky high yielding term deposits and foreign
currency deposits to cushion the blow on profitability, and arrest the declining margins due to incremental production
costs, to some extent.
The important thing to note is that GST has also been levied on fertilizer at the retail level effective April 01,2001. As
the Country's agriculture is suffering from drought conditions the fertilizer industry has committed with the Government
to absorb the incremental effect of GST for the time being so as not to overburden the farming community. As a
consequence, the Company's profit margin next year is estimated to reduce further.
APPROPRIATION OF PROFIT
The net profit for the year is recommended to be appropriated as follows:
Rupees "000"
Net profit after taxation 2,643,913
Un-appropriated profit brought forward 337,805
------------------
Total available for appropriation 2,981,718
Appropriations
Transfer to general reserve 700,000
Dividends on ordinary shares
First interim @ 20% 512,992
Second interim @ 20% 512,992
Third interim @ 20% 512,992
Proposed final @ 20% 512,992
------------------
2,051,968
------------------
2,751,968
------------------
Un-appropriated profit carried forward 229,750
==========
FUTURE PROSPECTS
* Your Company is well positioned to meet the needs of its valued customers and to face competition by offering a
variety of new services and creating customer friendly environment so that it continues to be the industry leader.
Financial and technical strength gives us considerable flexibility and enormous endurance.
* Fertilizer policy remains a key issue; major question being the finalization of pricing mechanism in respect of gas used
as feed stock for production of fertilizer, which is more than 70-75% of total gas used in the manufacturing process.
Immediate gas price escalation as contemplated by the Government may discourage fresh investment which otherwise
is needed to fulfill the expected gap of 2.5 million tonnes between the demand and supply of urea by 2010.
*We are hopeful that the new fertilizer policy would contain guidelines and incentives that encourage fresh investment
in the sector which is badly needed to further expand capacity and fulfill the growing fertilizer demand in the country.
*In view of gas pressure depletion at Mari Gas fields, which has a direct bearing on the plant production, a pilot project
was commissioned in collaboration with other fertilizer companies who are sharing the gas supply from the same
source. Three gas-engine driven small reciprocating compressors were installed to avert and boost pressure loss in
gas transportation to ensure sustained plant load for running at optimum level. Further decision/course of action
regarding Main Compression Project would be taken after reviewing the results of the pilot project which are under
constant observation and data is being collected which will form a basis for the formulation of future strategy.
* To enhance production capacity, feasibility study report of Ammonia and Urea plants revamping (Debottlenecking
Project Phase III of Base Unit) is under review. Final report from Snamprogetti is expected soon.
* The Company is also reviewing opportunities to acquire promising projects which include acquisition of Pak Saudi
Fertilizer Limited through Privatization Commission. In order to meet the future expansion project fundings, Rs. 700
million is being proposed to be transferred to the general reserve this year.
FFC-JORDAN FERTILIZER COMPANY LIMITED (FJFC)
* Un-precedented natural gas price increase, imposition of sales tax on gas, falling international and local fertilizer
prices, dumping of urea in early months of 2000, higher international phosphoric acid prices and non-implementation
of GOP fertilizer policy eroded the profitability of FJFC project.
* The Government has now indicated adherence to its commitment to supply natural gas as per stipulated requirement
and we are hopeful that compensation package in respect of US$ 250 floor price per tonne DAP, as committed under
1989 Fertilizer Policy would also soon be approved.
* The sponsors of FJFC namely Fauji Fertilizer Company Limited, Fauji Foundation and Jordan Phosphate Mines
Company Limited have given an undertaking to a Lender of FJFC through an agreement to provide funding in the
form of loan or additional equity to the extent of deficiency notified by the lender. This provision has so far not been
invoked.
In line with the requirements of International Accounting Standards the accounting policy for valuation of investment
in associated company has been revised from cost method to fair value method. The change in accounting policy has
resulted in decrease in the carrying value of investment in FJFC by Rs. 286 million, with the corresponding decrease
in equity of the Company.
EMPLOYEES' RELATIONS AND SOCIAL WELFARE
* During 2000, employees' relationship with management were conducive. Due to excellent relations between employees
and management, the Company achieved better results and agreements with Employees Union and Workers Union
for further two years have been amicably concluded.
* The Company is extending full medical facilities to its employees and their families at all locations. At Plant, polio days
were observed and 861 doses were given to the children.
* Schooling facilities are being extended to the children of all employees working at Plantsite. Scholarship scheme for
children studying in higher classes is also available. The Company continued to financially support the Government
school adjacent to the plant for the children of surrounding localities.
PATTERN OF SHAREHOLDING
As of December 31, 2000 there were 4,365 shareholders including individuals and numerous institutions, as described
in the appended pattern of shareholding.
AUDITORS
The present auditors Messrs. A.F. Ferguson & Co., Chartered Accountants retire at the conclusion of the 23rd Annual General
Meeting and being eligible, have offered themselves for reappointment.
CONCLUSION
* The Board places on record, its appreciation for the advice and valuable services rendered by Mian Mumtaz Abdullah,
Mr. Waseem Mehdi Syed and Mr. Adnan Ahmad Ali, each of whom has contributed significantly to the fortunes of the
Company. We are profoundly grateful for their contributions. The Board also takes the opportunity to welcome Mr.
Zaigham Mahmood Rizvi and Mr. Badr-uddin-Khan who replaced the retiring directors.
* On behalf of the Board, I would like to express our thanks and appreciation for the efforts put in by the management
and staff employees of the Company in maintaining the high standards of performance. We are fully aware of their
hard work and dedication and equally confident that, in the new century, their value will be rewarded.
We thank our business partners and our suppliers who have continued to work closely with the Company, a critical
element of success. And finally, to our shareholders and customers, thank you for your continued support. My colleagues
and I believe that with difficult decisions behind us, the Board is in full control and Fauji Fertilizer Company is poised
to surge ahead into the next century.
For and on behalf of the Board
CHAIRMAN
Rawalpindi Lt. Gen. (Retd.)
May 16, 2001 Muhammad Maqbool
AUDITORS' REPORT TO THE MEMBERS
We have audited the annexed balance sheet of Fauji Fertilizer Company Limited as at December 31, 2000 and the related
profit and loss account, cash flow statement and statement of changes in equity 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.
It is the responsibility of the Company's management to establish and maintain a system of internal control, and
prepare and present the above said statements in conformity with the approved accounting standards and the
requirements of the Companies Ordinance, 1984. Our responsibility is to express an opinion on these statements
based on our audit.
We conducted our audit in accordance with the auditing standards as applicable in Pakistan. These standards require that
we plan and perform the audit to obtain reasonable assurance about whether the above said statements are free of any
material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and
disclosures in the above said statements. An audit also includes assessing the accounting policies and significant
estimates made by management, as well as, evaluating the overall presentation of the above said statements. We believe
that our audit provides a reasonable basis for our opinion and, after due verification, 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 except for the change as stated in note
2.5 with which we concur;
(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, cash flow statement and statement of changes in equity together with the
notes forming part thereof conform with approved accounting standards as applicable in Pakistan, and 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 December 31, 2000 and of the profit,
its cash flows and changes in equity for the year then ended; and
(d) in our opinion Zakat deductible at source under the Zakat and Ushr Ordinance, 1980 (XVIII of 1980), was
deducted by the Company and deposited in the Central Zakat Fund established under section 7 of that
Ordinance.
Islamabad A.F. Ferguson & Co.
May 16, 2001 Chartered Accountants
BALANCE SHEET AS AT DECEMBER 31, 2000
Note 2000 1999
(Rupees '000)
SHARE CAPITAL AND RESERVES
Share capital
Authorised 3 3,000,000 3,000,000
========== ==========
Issued, subscribed and fully paid 3 2,564,959 2,564,959
Capital reserve 4 160,000 160,000
Revenue reserves 5 6,144,086 5,837,805
------------------ ------------------
8,869,045 8,562,764
LONG TERM LOANS 6 744,199 1,304,676
DEFERRED TAXATION 7 299,000 474,000
CURRENT LIABILITIES AND PROVISIONS
Current maturity of long term loans 6 536,123 544,960
Short term finances 8 1,650,000 --
Creditors, accrued and other liabilities 9 1,846,740 1,320,310
Taxation - net 511,858 509,906
Dividend payable 512,992 --
Proposed dividend 512,992 1,025,984
------------------ ------------------
5,570,705 3,401,160
CONTINGENT LIABILITIES AND COMMITMENTS 10
------------------ ------------------
15,482,949 13,742,600
========== ==========
The annexed notes form an integral part of these accounts.
FIXED CAPITAL EXPENDITURE
Fixed assets 11 2,307,489 3,072,825
Capital work in progress 12 12,207 4,919
------------------ ------------------
2,319,696 3,077,744
LONG TERM INVESTMENTS 13 3,406,301 3,211,774
LONG TERM LOANS AND ADVANCES 14 34,038 27,094
LONG TERM DEPOSITS, PREPAYMENTS
AND DEFERRED COSTS 15 161,530 159,224
CURRENT ASSETS
Stores and spares 16 1,242,718 1,144,874
Stock in trade 17 67,916 140,823
Trade debts 18 769,120 704,869
Loans, advances, deposits, prepayments
and other receivables 19 989,997 520,063
Short term investments 20 4,825,040 3,485,376
Cash and bank balances 21 1,666,593 1,270,759
------------------ ------------------
9,561,384 7,266,764
------------------ ------------------
15,482,949 13,742,600
========== ==========
Chairman Chief Executive Director
PROFIT AND LOSS ACCOUNT FOR THE YEAR ENDED DECEMBER 31, 2000
Note 2000 1999
(Rupees '000)
Sales 22 10,201,319 10,463,079
Less: Cost of goods sold 23 5,600,997 5,182,155
------------------ ------------------
GROSS PROFIT 4,600,322 5,280,924
Less: Selling and distribution expenses 24 843,231 878,247
Financial charges 25 333,124 438,836
------------------ ------------------
1,176,355 1,317,083
------------------ ------------------
3,423,967 3,963,841
Other income 26 1,089,623 1,094,823
------------------ ------------------
4,513,590 5,058,664
Other charges 27 323,677 359,388
------------------ ------------------
NET PROFIT BEFORE TAXATION 4,189,913 4,699,276
Provision for taxation 28 1,546,000 1,612,000
------------------ ------------------
NET PROFIT AFTER TAXATION 2,643,913 3,087,276
Unappropriated profit brought forward 337,005 302,497
------------------ ------------------
Profit available for appropriation 2,981,718 3,389,773
APPROPRIATIONS:
Transfer to general reserve 700,000 1,000,000