| Century Paper & Board Mills Limited |
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| Annual
Report 2001 |
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| Quality
Policy |
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| Our
Mission: Strive together for excellence |
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| *
Century excels in manufacturing and marketing quality Paper & |
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| Board
for packaging. |
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| *
Century a customer focused company, is always ready to accept |
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| challenges
for achieving its mission. |
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| *
Century's quality objectives are designed for enhancing customer |
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| satisfaction
and operational efficiencies. |
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| *
Century is committed to building Safe, Healthy and Environment |
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| friendly
atmosphere. |
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| *
Century, with its professional and dedicated team, ensures continual |
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| improvement
in quality & productivity through effective |
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| implementation
of Quality Management System. |
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| *
Century values the social & economic well being of its partners |
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| and
strives for a harmonious environment conducive to team |
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| performance. |
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| Contents |
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| Corporate
Information |
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| Notice
of Meeting |
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| Year at a glance |
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| Statement
of Value Added |
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| Directors'
Review |
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| Auditors'
Report to the Members |
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| Balance Sheet |
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| Profit
& Loss Account |
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| Cashflow
Statement |
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| Statement
of Changes in Equity |
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| Notes
to the Accounts |
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| Performance
of last five years |
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| Statement
under Section 237 (1) of the Companies |
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| Ordinance, 1984 |
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| Pattern
of Holding of Shares |
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| Consolidated
Financial Statements |
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| Report
and Financial Statements of Century Power |
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| Generation
Limited - subsidiary Company |
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| Performance
of last five years - |
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| Century
Power Generation Limited |
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| Corporate
Information |
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| BOARD
OF DIRECTORS |
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| Iqbalali
Lakhani - Chairman |
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| M.
Rafi Chawla - Chief Executive & Managing Director |
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| Zulfiqar
Ali Lakhani |
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| Amin
Mohammed Lakhani |
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| Tasleemuddin
Ahmed Batlay |
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| Javed
Omer Vohra |
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| Syed
Shabahat Hussain - Nominee Director (NIT) |
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| ADVISOR |
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| Sultanali
Lakhani |
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| COMPANY
SECRETARY |
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| Ramzan
Ali Halani |
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| EXECUTIVE
COMMITTEE |
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| M. Rafi Chawla |
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| Aftab Ahmad |
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| Zafar
Iqbal Sobani |
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| AUDITORS |
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| Ford,
Rhodes, Robson, Morrow |
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| Chartered
Accountants |
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| BANKERS |
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| ABN
AMRO Bank N.V |
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| American
Express Bank Limited |
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| Credit
Agricole Indosuez |
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| Citibank N.A. |
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| Emirates
Bank International PJSC |
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| Habib
Bank Limited |
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| Mashreq
Bank Psc |
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| National
Bank of Pakistan |
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| Oman
International Bank S.A.O.G. |
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| Standard
Chartered Bank |
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| Standard
Chartered Grindlays Bank Limited |
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| Societe Generale |
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| The
Hong Kong & Shanghai Banking Corporation Limited |
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| HEAD
OFFICE, CORPORATE OFFICE & |
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| REGIONAL
SALES OFFICE (SOUTH) |
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| Lakson
Square, Building No. 2 |
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| Sarwar
Shaheed Road, Karachi-74200, Pakistan |
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| Phones:
(021) 5689081- 89 |
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| Fax:
(021) 5681163 & 5683410 |
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| E-Mail:
cpbm@cyber.net.pk |
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| REGISTERED
OFFICE & REGIONAL SALES OFFICE (NORTH) |
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| 41-K,
Model Town, Lahore, Pakistan |
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| Phone:
(042) 5886801 - 4 |
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| MILLS |
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| Jamber
Khurd, Bhai Pheru, Tehsil Chunian |
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| Lahore-Multan
Road, District Kasur, Pakistan |
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| Phones:
(04943) 510061 & 510062 |
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| Notice
of Meeting |
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| NOTICE
IS HEREBY GIVEN that the 18th Annual General Meeting of CENTURY
PAPER & BOARD MILLS LIMITED |
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| will
be held on Thursday September 27, 2001 at 10:30 a.m. at Avari Renaissance
Towers Hotel, Fatima Jinnah |
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| Road,
Karachi to transact the following business: |
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| 1.
To receive, consider and adopt the financial statements for the year ended
June 30, 2001 and the Directors' |
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| and
Auditors' reports thereon. |
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| 2.
To declare a final dividend @ 15% i.e. Rs. 1.50 per share of Rs. 10/- each.
This is in addition to the interim |
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| dividend
@ 10% i.e. Re. 1.00 per share of Rs. 10/- each already paid. |
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| 3.
To appoint Auditors and fix their remuneration. |
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By Order of the Board |
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|
RAMZAN ALI HALANI |
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| DATED:
August 27, 2001 |
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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 September 15,
2001 to September 27, |
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| 2001
both days inclusive. Transfers received in order by the Corporate Office of
the Company situated at |
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| Lakson
Square, Building No. 2, Sarwar Shaheed Road, Karachi upto September 14, 2001
will be considered |
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| in
time for entitlement of the dividend. |
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| 2.
A member who has deposited his/her shares into Central Depository Company of
Pakistan Limited, must |
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| bring
his/her participant's [D number and account/sub-account number alongwith
Original National Identity |
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| Card
(NIC) or Original Passport at the time of attending the meeting. |
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| 3.
A member entitled to attend and vote at the general meeting may appoint
another member as his proxy to |
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| attend,
speak and vote instead of him. |
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| 4.
If a proxy is granted by a member who has deposited his/her shares in Central
Depository Company of |
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| Pakistan
Limited, the proxy must be accompanied with participant's ID number and
account/sub-account |
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| number
alongwith attested photocopies of NIC or the Passport of the beneficial
owner. Representatives |
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| of
corporate members should bring the usual documents required for such purpose. |
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| 5.
Forms of proxy to be valid must be received by the Company not later than
forty eight hours before the time |
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| of the meeting. |
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| 6.
Members are requested to notify the Company promptly of any change in their
addresses. |
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| 7.
Form of proxy is enclosed herewith. |
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| Year
at a glance |
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June 30, |
June 30, |
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2001 |
2000 |
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| Sales volume |
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Tonnes |
64,145 |
60,120 |
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| Gross sales |
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Rs/mn |
2,466 |
2,006 |
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| Net sales |
|
Rs/mn |
2,143 |
1,743 |
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| Profit
before taxation |
|
Rs/ran |
241 |
151 |
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| Taxation |
|
Rs/mn |
96 |
56 |
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| Profit
after taxation |
|
Rs/mn |
145 |
95 |
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| Shareholders'
fund |
|
Rs/mn |
781 |
715 |
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| Total assets |
|
Rs/mn |
1,403 |
1,361 |
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| Capital
expenditure |
|
Rs/mn |
171 |
87 |
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| Dividend- Cash |
|
% age |
25 |
20 |
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| Earnings
per share |
|
Rupees |
4.60 |
3.04 |
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| Number
of employees |
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|
889 |
874 |
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| Statement
of Value Added |
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2001 |
% age |
2000 |
% age |
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|
Rs. 000 |
|
Rs. 000 |
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| Wealth
Generated |
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| Total
revenue, net of sales tax |
2,156,891 |
|
1,781,957 |
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| Bought-in-material
& services |
(1,501,888) |
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(1,251,843) |
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------------------ |
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------------------ |
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|
655,003 |
100 |
530,114 |
100 |
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|
========== |
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========== |
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| Wealth
Distributed |
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| To Employees |
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| Salaries,
benefits & related costs |
112,849 |
17 |
102,275 |
19 |
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| To Government |
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| Excise
duty, income tax, import duty |
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| (exclusive
of capital items)and Worker's Fund |
265,507 |
41 |
197,932 |
38 |
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| To
providers of Capital |
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| Dividend
to shareholders |
78,553 |
12 |
62,842 |
12 |
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| Mark-up/interest
expenses on borrowed funds |
54,352 |
8 |
55,298 |
10 |
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| Retained
for reinvestment & future growth |
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| Depreciation
& retained profit |
143,742 |
22 |
111,767 |
21 |
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|
------------------ |
------------------ |
------------------ |
------------------ |
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|
655,003 |
100 |
530,114 |
100 |
|
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|
========== |
========== |
========== |
========== |
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| Directors
Review |
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| The
Directors have pleasure in presenting their annual report together with the |
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| Company's
audited accounts for the year ended June 30, 2001. |
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| MARKETING
AND BUSINESS SCENARIO |
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| We
are pleased to report that AL-HAMDOLILLAH the company has maintained |
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| sustained
growth as reflected in the financial results. |
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| The
company has shown a healthy progress in sales both in terms of value and |
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| volume.
The total net sales during the year under review is Rs 2.14 Billion which |
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| is
higher by 23% vis-a-vis last year's of Rs 1.74 Billion. The sales volume
during |
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| the
year under review also registered 7% growth achieving optimum capacity |
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| utilization
and consistent quality of your company's products and services to our |
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| customers
in term of timely supplies and all round support in their businesses. |
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| The
selling prices of the company's products were revised following changes in |
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| the
international prices of paper and paperboard especially in Far East, enabling |
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| us
to get positive adjustment in price regime because of our superior quality,
and |
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| the
Company was able to fully recover costs of raw materials, fuel, power rates |
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| and
impact of rupee devaluation. |
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| The
import of Coated board was restricted because of higher prices and effective |
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| assessment
procedures contributing increased revenues to Government and |
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| providing
level playing field to local producers. |
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| MANUFACTURING |
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| We
are delighted to state that during the year all the production facilities
performed |
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| exceedingly
well and achieved high efficiencies in terms of input per ton of |
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| electricity
and water which resulted in controlling the cost of production. |
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| FINANCIAL
RESULTS |
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| The
Directors are pleased to report that the overall profitability of the company |
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| continued
to be robust. In this year the company earned profit before tax of Rs |
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| 240.93
million as compared to Rs 151.15 million last year a substantial increase |
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| of
59%. The profit after tax also increased to Rs 144.52 million during the year |
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| compared
to Rs 95.46 million last year showing a 51% increase. The improvement |
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| of
profit is also attributable to astute financial and working capital
management. |
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| Directors'
Review |
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| An
interim dividend of 10% was paid out of current year's profit. The Directors |
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| now
recommend a final dividend of 15% making a total dividend of 25% for the
year. |
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| The
appropriations approved by the Directors are therefore as follows: |
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|
(Rupees in thousands) |
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| Profit
for the year before taxation |
|
240,934 |
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| Taxation |
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|
96,412 |
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|
------------------ |
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| Profit
after taxation |
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|
144,522 |
|
|
|
|
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|
| Unappropriated
profit brought forward |
|
59 |
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|
------------------ |
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| Profit
available for appropriation |
|
144,581 |
|
|
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| Appropriation: |
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| Interim
Dividend Re 1.00 per share |
|
31,421 |
|
| Proposed
final dividend at Rs 1.50 per share |
|
47,132 |
|
| Transfer
to general reserve |
|
66,000 |
|
|
|
|
------------------ |
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|
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|
144,553 |
|
|
|
|
------------------ |
|
| Unappropriated
profit carried forward |
|
28 |
|
|
========== |
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| Earnings
per share |
|
4.60 |
|
|
========== |
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| CONTRIBUTION
TO THE NATIONAL ECONOMY |
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| We
are pleased to state that inspite of prevailing economic pressures your |
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| company's
continued contributions to the national economy in terms of duties and |
|
| taxes
during the year amounted to Rs 515 million showing an increase of 20% |
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| over last year. |
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| The
company's products are substituting imports resulting in favorable impact on |
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| country
foreign exchange reserves, besides providing gainful employment. |
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|
| ISO
CERTIFICATION |
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| After
obtaining ISO 9002 certification for entire mills operations your company |
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| has
embarked on obtaining latest version of IS0-9001:2000. It is expected that |
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| this
certification will be received by last quarter of 2001. This certification
would |
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| further
strengthen the confidence of our customers and will result in overall
positive |
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| impact
in company's operation and quality control. |
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|
| OUR
SUBSIDIARY - CENTURY POWER GENERATION LTD. |
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| Inspite
of a volume growth of 3% and increase in the selling price in the year |
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| under
review profitability of the subsidiary eroded significantly primarily due to |
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| increase
in furnace oil prices. Hence operating profit went down from Rs 56.87 |
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| million
last year to Rs 20.47 million in current year, a fall by 64%. |
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| The
profit after tax consequently also went down significantly to Rs 16.00
million |
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| as
compared to Rs 47.22 million last year. No dividend has been declared by the |
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| subsidiary
company due to the low EPS of Rs 1.39 as compared to last year EPS |
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| of
Rs 4.11.The future profitability of our subsidiary is dependent upon the
furnace |
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| oil
prices which have softened slightly after reaching its peak which is expected |
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| to
improve profitability with corresponding stream of dividend income for your |
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| Company. |
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| INVESTMENTS |
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| We
continued our investment in Capital Expenditure of Rs 171 million during the |
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| year
to improve our productivity in the long run and to enable us to remain as one |
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| of
the key players in the Paper and Board Industry in Pakistan. Our investment |
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| during
the last five years has been almost half a billion, The major investment |
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| during
the year under review had been BMR of Coating Plants. This project was |
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| completed
according to plans both in terms of cost and time frame and has resulted |
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| in
improved and consistent quality of our Coated product to our customers. The |
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| project
of natural gas connection to Mills which was expected to be completed in |
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| the
second quarter of 2001 but was delayed due to non commissioning of |
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| installations
by the utility company. Now it is expected the installation will be |
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| commissioned
in the third quarter of year 2001. |
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| The
Company's production capacity has been fully stretched and it does not have |
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| any
further capacity to service its valued customers. We have decided to install
a |
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| Board
Machine which will increase our installed capacity by around 40%. In addition |
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| to
this the Company will also diversify and move into manufacturing of value
added |
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| packaging
by vertical integration. The detail planning has been completed and |
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| it
is expected that the project cost will be around Rs 700 - 800 million during |
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| next
2 -3 years. The required plant and equipment to be imported have been |
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| short
listed by our team, This investment will contribute in a great way towards |
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| sustainable
and constant growth in future to maintain our market share and a |
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| step
forward towards diversification. |
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| Your
Company is also investing on waste water and effluent treatment plant to |
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| reduce
suspended solutions and initiate proper environment management. |
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| FUTURE
OUTLOOK |
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| Your
Company remains eager to both grow and diversify its business with a view |
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| to
increase Shareholders value and to play a positive role in the development of |
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| the
national economy. |
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| We
are optimistic of the government policy towards better governance at all
levels. |
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| The
key initiatives include documentation of the economy through GST |
|
| implementation
and widening of the tax net. We are optimistic that once these |
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| fundamentals
are in place it will stimulate local and foreign direct investment in |
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| the
country. Your Company is keeping itself well positioned to capitalize on
growth |
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| opportunities
in the country besides, maintaining past performance. |
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|
| BOARD
OF DIRECTORS |
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| Mr.
Shamim Ahmad Khan representing National Investment Trust (NIT) resigned |
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| with
effect from 11 June, 2001 .The Board wishes to place on record its
appreciation |
|
| for
contribution of valuable services rendered by him. The Board is pleased to |
|
| welcome
Mr. Syed Shabahat Hussain, representing NIT. |
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| ACKNOWLEDGEMENTS |
|
| The
Directors are grateful to the valued customers whose continuous support is a |
|
| great
source of strength to your Company in the market place. |
|
|
| We
also acknowledge and deeply appreciate the support and cooperation received |
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| from
the Company's bankers, institutions shareholders and other stakeholders for |
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| their
trust and confidence in the management of the Company. |
|
|
| The
Directors also congratulate all the employees of the Company for their |
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| unwavering
commitment and hard work in Company's sound performance. |
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|
| AUDITORS |
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| The
present Auditors M/s. Ford, Rhodes, Robson, Morrow, retire and being
eligible, |
|
| offer
themselves for re-appointment. |
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|
| PATTERN
OF SHAREHOLDING |
|
| A
pattern of shareholding of the Company as at June 30, 2001 is included in
this |
|
| respect. |
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|
|
|
On behalf of the Board of Directors |
|
|
|
|
|
|
|
|
|
IQBALALI LAKHANI |
|
| Karachi:
July 31, 2001 |
|
Chairman |
|
|
|
| Century
Paper & Board Mills Limited |
|
| Financial
Statements |
|
| for
the year ended June 30, 2001 |
|
|
|
|
| Auditors'
Report to the Members |
|
|
| We
have audited the annexed balance sheet of CENTURY PAPER
& BOARD MILLS LIMITED as at June 30, 2001 |
|
| 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 accounts 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 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 June
30, 2001 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. |
|
|
|
|
|
|
|
FORD, RHODES, ROBSON, MORROW |
|
| Karachi:
July 31,2001 |
|
Chartered Accountants |
|
|
|
| Balance
Sheet as at June 30, 2001 |
|
|
|
|
Note |
2001 |
2000 |
|
|
|
|
|
(Rupees in
thousands) |
|
| ASSETS |
|
|
|
|
|
|
| NON-CURFIEHT
ASSETS |
|
|
|
| Fixed
assets - Tangible |
|
|
|
| Operating
assets |
|
3 |
797,143 |
718,801 |
|
| Capital
work-in-progress |
|
4 |
25,390 |
25,390 |
|
|
|
|
------------------ |
------------------ |
|
|
|
|
|
836,873 |
744,191 |
|
|
|
|
|
|
|
| Long-term
investment |
|
5 |
100,000 |
100,000 |
|
| Long-term loans |
|
6 |
495 |
424 |
|
| Long-term
deposits and prepayment |
7 |
7,147 |
8,292 |
|
|
|
|
|
|
| CURRENT
ASSETS |
|
|
944,515 |
852,907 |
|
| Stores
and spares |
|
8 |
102,428 |
100,763 |
|
| Stock-in-trade |
|
9 |
159,357 |
198,346 |
|
| Trade debts |
|
10 |
153,775 |
128,756 |
|
| Loans,
advances and other receivables |
11 |
2,161 |
14,140 |
|
| Deposits
and prepayments |
|
12 |
6,830 |
2,454 |
|
| Taxation - net |
|
13 |
20,150 |
39,679 |
|
| Cash
and bank balances |
|
14 |
13,707 |
23,628 |
|
|
|
|
------------------ |
------------------ |
|
|
|
|
|
458,408 |
507,766 |
|
|
|
|
|
------------------ |
------------------ |
|
| TOTAL
ASSETS |
|
|
1,402,923 |
1,360,673 |
|
|
|
|
========== |
========== |
|
|
|
|
|
| EQUITY
AND LIABILITIES |
|
| SHARE
CAPITAL AND RESERVES |
|
| Authorized
capital |
|
|