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Haroon Oils Limited
Annual Report 2001
CONTENTS
Company Information
Notice of Meeting
Report of Directors to Shareholders
Pattern of Shareholdings
Graphs
Statistical Summary
Auditor's Report
Balance Sheet
Profit & Loss Account
Cash Flow Statement
Statement of changes in Equity
Notes to the Accounts
Company Information
BOARD OF DIRECTORS
Begum Almas M. Haroon CHAIRPERSON
Khaja Habibullah
Mrs. Amber H. Saigol
Mr. Nasim Beg
Mr. Darius Jal Balsara
Mr. Anis Wahab Zuberi
Mr. Shabbir Ahmed Dawood Gangat
Saiyed Hashim Ishaque CHIEF EXECUTIVE
Ford, Rhodes, Robson, Morrow AUDITORS
Qadir H. Sayeed LEGAL ADVISOR
United Bank Limited BANKERS
Standard Chartered Grindlays
Hongkong Bank
(The Hongkong and Shanghai Banking
Corporation Limited)
Faysal Bank Limited
Al-Meezan Investment Bank Limited
11, Dockyard Road, REGISTERED OFFICE
West Wharf Industrial Area,
Karachi-74000,
Pakistan.
Regency Plaza, 120-P BRANCH OFFICE
Mini Market, Gulberg II
Lahore.
NOTICE OF MEETING
NOTICE IS HEREBY GIVEN that the Thirty-Seventh Annual General Meeting of the Company will be held at
Ballroom Hall "B" of Pearl Continental Hotel, Club Road, Karachi on Thursday, November 15, 2001 at 10:30a.m. in
order to transact the following as ordinary business:-
1. To confirm the Minutes of Thirty-Sixth Annual General Meeting held on Saturday, December 30, 2000.
2. To receive and adopt the Thirty-Seventh Annual Report of the Directors and the Audited Accounts of the
Company for the year ended June 30, 2001.
3. To consider and approve payment of 7.5% final cash dividend making a total of 15% for the year ended June
30, 2001 as recommended by the Board of Directors.
4. To appoint the auditors and fix their remuneration;
5. To transact any other business with the permission of the Chair.
On Behalf of the Board
KARAC H I (S. Hashim Ishaque)
DATED: October 09, 2001 Chief Executive
Notes:
1. A member entitled to attend and vote at the Annual General Meeting is entitled to appoint a Proxy to attend
and vote instead of him at the Meeting. Instrument appointing a Proxy must be received at the Registered
Office of the Company not less than 48 hours before the time appointed for holding the Annual General
Meeting. A Proxy need not be member of the Company. A form of Instrument of Proxy is attached herewith.
2. The Share Transfer Books of the Company will remain closed from November 09, 2001 to November 15,
2001 (both days inclusive). Transfers received in order at the registered office of the Company by close of
business on November 08, 2001 will be treated in time to determine the entitlement of 7.5% final dividend
recommended by the Board of Directors.
3. CDC Shareholders desiring to attend the meeting are requested to bring their original National Identity Cards,
Account and Participant's ID numbers, for identification purpose, and in case of proxy, to enclose an attested
copy of his/her National Identity Card.
4. Shareholders are requested to immediately notify to Company the changes, if any, in their mailing addresses.
REPORT OF DIRECTORS TO SHAREHOLDERS
The Directors would like to present their Report with the Audited Accounts of the Company, for the year ended June
30, 2001.
FINANCIAL RESULTS Rupees
Profit for the year before taxation 4,914,615
Less: Taxation
Current 2,446,677
Prior (47,466)
------------------
2,399,211
Net Profit for the year ------------------
2,515,404
Unappropriated profit brought forward --
------------------
Profit available for appropriation 2,515,404
APPROPRIATIONS:-
Interim dividend at the rate of Rs. 0.75 per ordinary
share of Rs. 10/= each. (600,000)
Proposed final dividend at the rate of Rs. 0.75 per
Ordinary share of Rs. 10/= each. (600,000)
------------------
Unappropriated Profit carried forward to Revenue Reserve 1,315,404
==========
The Board is pleased to inform you that your Company has earned Rs.4.9 million profit before taxation for the year as
compared to a loss before taxation of Rs. 10 million during last year: This remarkable improvement is mainly due to
strict control on cost and greater emphasis on Retail Trade, which carry higher margins.
In view of the improvement in financial results the Board propose a final cash dividend of 7.5%, which is in addition to
the 7.5% interim dividend already paid, makes the total dividend 15% for the year.
MARKETING DEPARTMENT
The Sale Volumes for the year is 5,854 tones as against 6,362 tones last year. The shortfall in Sale Volumes is on
account of Contract Business of Pakistan Railway, which your Company could not obtain despite our best efforts.
Some other factors, which affected volumes, were:-
1. Continued economic recession and sluggish industrial activity.
2. Worst drought in living memory.
3. Taxation Survey towards documentation of the economy resisted vigorously by the trading community.
4. Unrestricted flow of finished lubricants from abroad.
5. Frequent increase in the Base oil prices by the National Refinery.
Our disassociation with Gulf since March 2001 has not affected the Company's sale volumes. We have developed
Haroon Oils own branded grades for some time now, which are blended to meet internationally approved standards.
Market acceptance has been overwhelming helping the Company to continue to improve its market share. Demand
of our grades has stabilized to the extent that now customers demand lubricants by Haroon Oils brand name.
The Management of the Company has developed a Sales Van for delivery of product at the doorstep of the retailers.
The van has been successful in establishing the Company's image in the market.
Your Company has also built a Display Centre in Karachi at the corner of the West Wharf and Dockyard Road. The
main purpose of Display Centre is to attract and capture business especially that located near the blending plant of
your Company.
PRODUCTION DEPARTMENT
The Production Department of your Company is making efforts to modernize and improve the blending & filling process
to make it more cost effective.
They are also developing Container / Packaging material to ensure its acceptability in the market.
The filling process has been improved to increase the filling capacity of 3,4,10 and 20 litres Cans by converting the
old manual filling machine to semi automatic machine. A new semi automatic filling and two pneumatic heat-sealing
machines have been added during the year. By doing this, the Can filling process has become cost effective and the
filling quality has also improved.
Screen printing on 20 litres Can has been introduced to enhance the outlook of the Can to make it more attractive.
The screen printing of 3,4 and 10 litres Cans will also be examined.
As part of meeting the market requirement your Company has introduced Plastic drums during the year, the result
of which is encouraging.
HUMAN RESOURCES
Union agreement concluded in July 2000 is operative and is being implemented smoothly.
The working relationship between the Management and Haroon Oils Employees Union continues to be cordial and
harmonious. Productivity has markedly improved with better inputs and commitment by Management to integrate the
Workers in the progressive development and growth of the Company.
In line with the National Industrial Policy, work environs and facilities were considered to be below the general
standards. To upgrade the environment and improve the quality & output of work performance and business goals,
a comprehensive renovation and upgradation program was initiated. The primary focus was to improve the facilities
for workers, then of production and finally the corporate functioning and main offices.
A Manual for implementing 'Safety, Health and Environment Management System' has been approved by the
management. This will be pursued as a major program in line with the upgradation of the ISO-9002 quality System
Certificate of your Company.
EARNING PER SHARE
Earning per share of Rs. 10 each is Rs. 3.14 as compared to Rs. (17.06) last year.
AUDITORS
The present auditors Messrs. Ford, Rhodes, Robson, Morrow, Chartered Accountants, retire and being eligible to
offer themselves for reappointment.
PATTERN OF SHAREHOLDINGS
The pattern of Shareholdings of shares as at June 30,2001 is on page # 9.
FUTURE PROSPECTS
Your Company expects to participate in all tender business of Karachi Water & Sewerage Board (KWS&SB), Karachi
Development Authority (KDA), Karachi Metropolitan Corporation (KMC), industries controlled by Army Welfare Trust
(AWT), Sugar and Cement Industries etc., Pakistan Railways and Defence.
Our ratio of trade between drums of 205 litres and small packages is 70:30. In the last two years since the introduction
of plastic containers, we have stabilized growth in our market share of smaller packages. 20 litres for automotive
grades were introduced about six months ago and 3 litres packings has also been introduced giving the Company a
broader base in terms of packages. As a result of the development of newer packages, we expect to achieve even
better results next year.
The Company realises that the key to success is in improving and continuing to maintain quality and to provide good
services to all our customers irrespective of business volumes. We aim to develop a strategy to achieve this and
thereby trying to create a niche for Haroon Oils Limited.
ACKNOWLEDGEMENT
The Board of Directors would like to take this opportunity to the management and staff, the bankers, all the customers
and suppliers, who made our task pleasant.
On Behalf of the Board
KARAC H I (Begum Almas M. Haroon)
DATED: October 09, 2001 Chairperson
PATTERN OF SHAREHOLDINGS
No. of Total
Shareholders SHAREHOLDING Shares Held
208 Holding from 1 to 100 Shares 11,145
42 Holding from 101 to 500 Shares 10,100
9 Holding from 501 to 1,000 Shares 5,700
14 Holding from 1,001 to 5,000 Shares 21,500
1 Holding from 5,001 to 15,000 Shares 5,100
1 Holding from 15,001 to 20,000 Shares 17,619
1 Holding from 20,001 to 25,000 Shares 21,900
1 Holding from 145,001 to 235,000 Shares 215,536
1 Holding from 235,001 to 240,000 Shares 240,000
1 Holding from 2,500,001 to 255,000 Shares 251,400
1 Holding from
------------------ ------------------
279 800,000
========== ==========
Categories of Shareholders Number Shares Held Percentage
INDIVIDUAL 266 74,863 9.36
* INVESTMENT COMPANIES 2 240,100 30.01
** FINANCIAL INSTITUTIONS 3 205,566 25.70
*** INSURANCE COMPANIES 3 27,800 3.47
**** JOINT STOCK COMPANIES 3 251,600 31.45
***** GOVERNMENT BODIES 2 71 0.01
------------------ ------------------ ------------------
279 800,000 100.00
========== ========== ==========
* Includes OLYMPIA INVESTMENTS LIMITED 240,000 Shares
* Includes NAEEM INVESTMENT TRUST (PVT.) LTD. 100 Shares
** Includes INVESTMENT CORPN. OF PAKISTAN 2,200 Shares
** Includes INVESTMENT CORPN. OF PAKISTAN (SH) 800 Shares
** Includes NATIONAL BANK OF PAKISTAN (TRUSTEE DEPTT) 202,566 Shares
*** Includes PAKISTAN GUARANTEE INSURANCE LTD. 900 Shares
*** Includes PAKISTAN INSURANCE CORPORATION 5,000 Shares
*** Includes ALPHA INSURANCE CO. LIMITED 21,900 Shares
**** Includes MEC SHIPBREAKERS (PVT.) LIMITED 100 Shares
**** Includes HAROON SONS (PVT.) LIMITED 251,400 Shares
**** Includes SALEEM CHAMDIA SECURITIES (PVT.) LTD. 100 Shares
***** Includes CORPORATE LAW AUTHORITY 1 Shares
***** Includes THE ADMINISTRATOR ABANDONED PROPERTIES 70 Shares
STATISTICAL SUMMARY
1992 1993 1994 1995 1996 1997 1998 1999 2000 2001
Subscribed Ordinary Share Capital Rs'.000 8,000 8,000 8,000 8,000 8,000 8.00 8,000 8,000 8,000 8.00
Reserve and Unappropriated Profit Rs'.000 17,465 17,632 20,751 30,000 34,404 42,437 39,973 38,247 24,602 25,918
------------------ ------------------ ------------------ ------------------ ------------------ ------------------ ------------------ ------------------ ------------------ ------------------
Capital Employed Rs'.000 25,465 25,632 28,751 38,000 42,404 50,437 47,973 46,247 32,602 33,918
========== ========== ========== ========== ========== ========== ========== ========== ========== ==========
Sale Proceeds Rs'.000 396,068 324,196 389,835 502,644 481,472 464,491 376,068 301,275 410,886 371,239
Sale Volumes MT. 12,953 10,508 9,959 11,852 9,634 8,095 7,103 4,794 6,362 5,854
Profit / (Loss) Before Tax Rs'.000 5,836 5,357 13,010 20,226 21,137 12,942 1,587 827 (10,023) 4,915
Profit / (Loss) After Tax Rs'.000 2,087 2,167 5,719 11,848 11,004 6,633 (864) (525) (13,645) 2,515
Profit / (Loss) After Tax Percent of Sales % 0.53 0.67 1.47 2.36 2.29 1.43 (0.23) (0.17) (3.32) 0.68
Profit / (Loss) After Tax Percent of Total Assets % 2.39 2.96 5.95 9.90 8.60 5.22 (0.76) (0.39) (12.93) 1.84
Profit / (Loss) After Tax Percent of Shareholders Equity % 8.20 8.45 18.24 31.18 23.71 13.15 (1.80) (1.34) (41.85) 7.41
Dividend Rupee Per share Rs. 2.00 2.50 3.25 3.25 3.25 3.25 2.00 1.50 -- 1.50
Dividend Percent of Subscribed Capital % 20.00 25.00 32.50 32.50 32.50 32.50 20.00 15.00 -- 15.00
Break-up Value of Share Rs. 31.83 32.04 35.94 47.50 58.00 63.04 59.97 57.80 40.75 42.40
Earning / (Loss) Per Share Rs. 2.61 2.71 7.15 14.18 13.75 8.29 (1.08) (0.66) (17.06) 3.14
AUDITORS' REPORT TO THE MEMBERS
We have audited the annexed balance sheet of HAROON OILS 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 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;
(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: October 09, 2001 Chartered Accountants
BALANCE SHEET AS AT JUNE 30, 2001
Note 2001 2001
Rupees Rupees
TANGIBLE FIXED ASSETS
Operating fixed assets at cost less accumulated
depreciation 3 34,254,452 35,011,525
LONG TERM DEPOSITS 4 4,772,486 1,004,178
CURRENT ASSETS
Stock-in-trade 5 25,162,426 47,001,478
Trade debts 6 53,827,387 4,673,795
Advances, deposits, prepayments and other receivables 7 11,876,292 16,480,999
Cash and bank balances 8 6,868,532 1,385,471
------------------ ------------------
97,734,637 69,541,743
------------------ ------------------
136,761,575 105,557,446
========== ==========
CAPITAL AND RESERVES
Share capital
Authorised
1,500,000 ordinary shares of Rs. 10 each 15,000,000 15,000,000
========== ==========
Issued, subscribed and paid-up
800,000 (2000: 800,000) ordinary shares of
Rs.10 each fully paid in cash 8,000,000 8,000,000
Revenue reserves 9 25,917,702 24,602,298
------------------ ------------------
33,917,702 32,602,298
OBLIGATIONS UNDER FINANCE LEASES 10 2,098,131 84,356
CURRENT LIABILITIES
Current portion of obligations under finance leases 632,292 205,295
Short term finances 11 82,972,644 64,015,393
Creditors, accrued and other liabilities 12 16,207,196 8,513,063
Unclaimed dividend 333,610 137,041
Proposed dividend 600,000 --
------------------ ------------------
100,745,742 72,870,792
CONTINGENCY AND COMMITMENTS 13
------------------ ------------------
136,761,575 105,557,446
========== ==========
The annexed notes form an integral part of these accounts.
S. Hashim Ishaque Nasim Beg
Chief Executive Director
PROFIT AND LOSS ACCOUNT
FOR THE YEAR ENDED JUNE 30,2001
2001 2000
Note Rupees Rupees
TURNOVER 14 322,008,511 356,812,510
Cost of sales 15 261,901,968 309,511,622
------------------ ------------------
GROSS PROFIT 60,106,543 47,300,888
------------------ ------------------
Administrative expenses 16 17,024,831 21,979,490
Selling and distribution expenses 17 24,684,032 22,785,034
------------------ ------------------
41,708,863 44,764,524
------------------ ------------------
OPERATING PROFIT 18,397,680 2,536,364
OTHER CHARGES
Financial charges 18 14,817,841 14,434,125