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Japan Power Generation Limited
Annual Report 2001
CONTENTS
COMPANY INFORMATION
NOTICE OF MEETING
DIRECTORS' REPORT
AUDITORS' REPORT
BALANCE SHEET
PROFIT AND LOSS ACCOUNT
CASH FLOW STATEMENT
STATEMENT OF CHANGES 1N EQUITY
NOTES TO THE ACCOUNTS
PATTERN OF SHAREHOLDINGS
CATEGORIES OF SHAREHOLDERS
COMPANY INFORMATION
BOARD OF DIRECTORS
MR. ZAFAR MAHMOOD (CHIEF EXECUTIVE)
SHEIKH NAZAZ ALI
MR. HASEEB KHAN
MR. SAITO YOSHIHIRO
MR. MUHAMMAD ALI
MR. ASAD ALI UPPAL
MR. AKHTAR ALI UPPAL
MR. FAISAL QAMAR UPPAL
MR. TAKASHI KABURAGI
MR. SHAHARYAR AHMED
MR. MAHMOOD AHMED
MR. JAMSHED A. KHALIQ DINA
SHEIKH MAHMOOD ALI
MRS. SAMINA ZAFAR
COMPANY SECRETARY
SYED ZAFAR HAIDER
AUDITORS
HYDER BHIMJI & CO.,
CHARTERED ACCOUNTANTS
&
JAVAID JALAL AMJAD & CO.,
CHARTERED ACCOUNTANTS
LEGAL ADVISORS
WALKER MARTINEAU
SALEEM
BANKERS
PRIME COMMERCIAL BANK LTD.
ASKARI COMMERCIAL BANK LTD.
ALLIED BANK OF PAKISTAN LTD.
REGISTERED OFFICE
26, PESHAWAR BLOCK,
FORTRESS STADIUM,
LAHORE CANTT.
TEL: 6668156 - 57
FAX: 6664625
PLANT LOCATION
JIA BAGGA RAILWAY STATION,
RAIWIND ROAD, DISTRICT LAHORE.
TEL: 5835864 - 68
FAX: 5835860
NOTICE OF ANNUAL GENERAL MEETING
Notice is hereby given that the 7th Annual General Meeting of the members of Japan Power Generation Limited will be held on
Monday the 31st December, 2001, at 10:00 A.M. at plant site located at Khan - e - Nepal Road, near Jia Bagga Railway Station,
Raiwind Road, District Lahore to transact the following business:
1. To confirm the minutes of the last Annual General Meeting held on December 26, 2000.
2. To receive, consider and adopt the audited accounts of the Company for the financial year ended June 30, 2001
together with the Auditors' and Directors' reports thereon.
3. To appoint auditors of the company for the year ending June 30, 2002 and fix their remuneration.
4. To elect twelve Directors of the company for a period of three years in accordance with section 178(1) of the
Companies Ordinance, 1984 in place of the retiring Directors namely:
MR. ZAFAR MAHMOOD SHEIKH NAZAZ ALI
MR. HASEEB KHAN MR. AKHTAR ALI UPPAL
MR. ASAD ALI UPPAL MR. FAISAL QAMAR UPPAL
SHEIKH MAHMOOD ALI MR. MUHAMMAD ALI
MR. SAITO YOSHIHIRO MR. TAKASHI KABURAGI
MRS. SAMINA ZAFAR MR. MAHMOOD AHMED
All retiring Directors are eligible for re-election.
5. To transact any other business that may be placed before the meeting with the permission of the Chair.
For and on behalf of the
Board of Directors
Lahore: SYED ZAFAR HAIDER
Dated: December 09, 2001. (Company Secretary)
Notes:
i) The Share Transfer Books of the company will remain closed from December 21, 2001 to December 31, 2001 (both
days inclusive).
ii) In terms of Section 178(3) of the Companies Ordinance, 1984 any candidate who seeks to contest the election shall
file with the Company at the Head Office, not later than 14 days before the date of meeting, a notice of his/her intention
to offer himself/herself for election as a director.
iii) A member entitled to attend and vote at the above meeting may appoint another person as proxy. Proxies, in order to
be effective, must be received at 26-Peshawar Block, Fortress Stadium, Lahore Cantt., the registered office of the
company not later than forty-eight hours before the time of the meeting and must be duly stamped, signed and
witnessed.
iv) Members are requested to immediately notify the change in address, if any.
DIRECTORS' REPORT
Your Directors feel pleasure in presenting the seventh Annual Report and Audited Accounts for the year ended June 30, 2001·
PRINCIPAL ACTIVITIES
The principal activities of the company are to own, operate and maintain a thermal power house with an installed capacity of
135 MW.
PRESENT STATUS
The plant was operated to a high standard of efficiency and availability. The high efficiency rates were achieved through regular
maintenance carried out on all 24 units during the year. Routine and preventive maintenance programs have been completed
within budget as scheduled.
Necessary work for increasing stack heights to meet the environmental standards have been successfully completed and the
independent engineer from Holland have issued the certificate in satisfaction of conditions laid down for granting commercial
operation by WAPDA. Now all the conditions precedent for commercial operation stand fully met.
The company has finalized repayment arrangement with Banks Syndicate for their outstanding loans. The revised agreements
have been signed by majority of the Syndicate Members. The company is upto date in meeting its obligations towards its lenders
in accordance with the said arrangements.
GENERAL
Turnover for the year was Rs.1,508,086,301 and production cost was Rs.1,084,055,027 resulting into a gross profit of
Rs.424,031,274 but due to heavy burden of financial cost of Rs.541,267,420, the gross profit has been converted into net loss. It
is expected that as the company is making payments to reduce its debt these financial charges will be reduced accordingly and
gradually the company will be in a position to show positive results.
The Directors wish to thank the members, staff and management of the company for their devotion and hard work.
AUDITORS
Retiring Auditors Messrs Hyder Bhimji & Company and Javaid Jalal Amjad & Company, Chartered Accountants, being eligible,
offer themselves for reappointment.
DIRECTORS
The term of present Directors ceases on 31-12-2001. The Board of Directors has fixed the number of Directors to be elected at
twelve, as required under section 178(1) of the Companies Ordinance, 1984. The present Directors retire but are eligible for re-
election.
PATTERN OF SHARE HOLDING
Statement reflecting the Pattern of shareholding as at June 30, 2001 is attached.
ON BEHALF OF THE
BOARD OF DIRECTORS
LAHORE: November 28, 2001. CHIEF EXECUTIVE
AUDITORS' REPORT TO THE MEMBERS
We have audited the annexed balance sheet of Japan Power Generation 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 purpose 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;
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 loss, its cash flows and changes in equity for the year then ended; and
d) in our opinion, no zakat was deductible at source under the Zakat and Ushr Ordinance, 1980.
Javaid Jalal Amjad & Co. Hyder Bhimji & Co.
Chartered Accountants Chartered Accountants
Lahore: November 28, 2001.
BALANCE SHEET AS AT JUNE 30, 2001
Note 2001 2000
Rupees Rupees
Share capital
Authorized
150,000,000 Ordinary shares of Rs. 10 each 1,500,000,000 1,500,000,000
========== ==========
Issued, subscribed and paid-up
133,200,000 Ordinary shares of Rs. 10 each,
Issued for cash 1,332,000,000 1,332,000,000
Accumulated loss (255,131,474) (67,567,284)
------------------ ------------------
Shareholders' equity 1,076,868,526 1,264,432,716
Sponsors' interest free loan - unsecured 168,375,918 168,375,918
Long term loans / finances 3 4,221,590,446 3,989,830,228
Liabilities against assets
subject to finance lease 4 -- 1,292,779
Deferred liabilities - gratuity 3,812,900 2,545,200
Current liabilities
Shod term borrowings 5 76,607,678 102,104,065
Finance against dishonoured bill 6 -- 7,386,718
Current portion of long term liabilities 7 820,166,402 733,600,387
Creditors, accrued and other liabilities 8 593,136,412 788,313,808
------------------ ------------------
1,489,910,492 1,631,404,978
Contingencies and commitments 9
------------------ ------------------
6,960,558,282 7,057,881,819
========== ==========
The annexed notes form an integral part of these accounts.
DIRECTOR
Fixed capital expenditure
Operating Fixed assets 10 6,575,065,767 6,662,913,491
Capital work-in-progress 11 26,785,070 1,072,500
------------------ ------------------
6,601,850,837 6,663,985,991
Deferred cost 2.8 48,105,980 61,093,172
Current assets
Stores and spares 12 7,997,450 --
Stock in trade 13 48,702,941 23,377,062
Trade debts 14 140,895,047 156,859,790
Advances, deposits, prepayments and
other receivables 15 64,048,141 97,534,213
Cash and bank balances 16 48,957,886 55,031,591
------------------ ------------------
310,601,465 332,802,656
------------------ ------------------
6,960,558,282 7,057,881,819
========== ==========
DIRECTOR CHIEF EXECUTIVE
PROFIT AND LOSS ACCOUNT FOR THE YEAR ENDED JUNE 30, 2001
Note 2001 2000
Rupees Rupees
Sales 17 1,508,086,301 374,473,635
Cost of sales 18 1,084,055,027 237,310,344
------------------ ------------------
Gross profit 424,031,274 137,163,291
Operating expenses
Administration and general 19 41,477,608 7,049,700
------------------ ------------------
Operating profit 382,553,666 130,113,591
Other income 20 7,931,784 1,139,270
------------------ ------------------
390,485,450 131,252,861
Financial and other Charges
Financial charges 21 541,267,420 143,597,279
Other charges 22 36,395,425 55,173,706
------------------ ------------------
577,662,845 198,770,985
------------------ ------------------
Operating loss before taxation (187,177,395) (67,518,124)
Provision for taxation:
Current taxation on other income (386,795) (49,160)
------------------ ------------------
Loss after taxation (187,564,190) 67,567,284)
Accumulated loss brought forward (67,567,284) --
------------------ ------------------
Accumulated loss carried forward (255,131,474) 67,567,284)
========== ==========
Earnings per share of Rs. 10 each 23 (1.41) (0.51)
========== ==========
The annexed notes form an integral part of these accounts.
DIRECTOR DIRECTOR CHIEF EXECUTIVE
CASH FLOW STATEMENT FOR THE YEAR ENDED JUNE 30, 2001
2001 2000
Rupees Rupees
CASH FLOW FROM OPERATING ACTIVITIES
Net loss before taxation (187,177,395) (67,518,124)
Adjustment for non-cash and other items:
Depreciation 230,050,399 65,299,753
Provision for gratuity 1,337,700 693,900
Amortisation of deferred cost 12,987,192 3,842,785
Financial Charges 541,267,420 143,597,279
------------------ ------------------
785,642,711 213,433,717
------------------ ------------------
Operating profit before working capital changes 598,465,316 145,915,593
Working capital changes
Stores and spares (7,997,450) --
Stock in trade (25,325,879) 36,430,308
Trade debts 15,964,743 (156,859,790)
Advances, deposits, prepayments and other receivables 33,279,303 (90,291,809)
Creditors, accrued and other liabilities (93,767,656) 121,355,497
------------------ ------------------
(77,846,939) (89,365,794)
------------------ ------------------
Cash inflow after working capital changes 520,618,377 56,549,799
Financial charges paid (642,677,160) --
Gratuity paid (70,000) --
Income tax paid (180,026 (6,012,419)
------------------ ------------------
(642,927,186) (6,012,419)
------------------ ------------------
Net cash (used in) / generated from operating activities (122,308,808) 50,537,380
CASH FLOW FROM INVESTING ACTIVITIES
Fixed capital expenditure (167,915,245) (1,154,228,663)
------------------ ------------------
Net cash used in investing activities (167,915,245) (1,154,228,663)
CASH FLOW FROM FINANCING ACTIVITIES
Long-term loans / finances 317,033,454 947,969,277
Sponsors' interest free loan -- 597,906,921
Finance against dishonoured bill (FADB) (7,386,718) (11,106,069)
Short term borrowings (25,496,387) 102,104,065
------------------ ------------------
Net cash provided by financing activities 284,150,349 1,098,757,965
------------------ ------------------
Net decrease in cash and cash equivalents (6,073,705) (4,933,318)
Cash and cash equivalents at the beginning of the year 55,031,591 59,964,909
------------------ ------------------
Cash and cash equivalents at the end of the year (Note-16) 48,957,886 55,031,591
========== ==========
DIRECTOR DIRECTOR CHIEF EXECUTIVE
STATEMENT OF CHANGES IN EQUITY FOR THE YEAR ENDED JUNE 30, 2001
Share Accumulated Total
Capital Profit/(Loss)
Rupees Rupees Rupees
Balance as at July 1, 1999 1,332,000,000 -- 1,332,000,000
Profit / (loss) for the period -- (67,567,284) (67,567,284)
------------------ ------------------ ------------------
Balance as at June 30, 2000 1,332,000,000 (67,567,284) 1,264,432,716
Profit / (loss) for the year -- (187,564,190) (187,564,190)
------------------ ------------------ ------------------
Balance as at June 30, 2001 1,332,000,000 (255,131,474) 1,076,868,526
========== ========== ==========
DIRECTOR DIRECTOR CHIEF EXECUTIVE
NOTES TO THE ACCOUNTS FOR THE YEAR ENDED JUNE 30, 2001
1. STATUS AND ACTIVITIES
Japan Power Generation Limited is a public company, incorporated on September 29, 1994 under the Companies
Ordinance, 1984 and its shares are quoted on Lahore and Karachi Stock Exchanges. The principal business of the
company is to generate and supply electric power to WAPDA. The company commenced actual commercial operations
w.e.f. March 15, 2000.
2. SIGNIFICANT ACCOUNTING POLICIES
2.1 Basis of preparation
These accounts have been prepared in accordance with the requirements of the Companies Ordinance,
1984 and International Accounting Standards (IAS) as applicable in Pakistan.
2.2 Accounting convention
These accounts have been prepared under the historical cost convention modified by capitalization of
exchange differences referred to in note 2.9.
2.3 Staff retirement benefits
The company operates an unfunded gratuity scheme covering all its permanent employees. Provision is
made annually to cover the liability under the scheme.
2.4 Taxation
The company's profit and gains from Power Generation are exempt from tax under clause 176 of the Second
Schedule - Part I to the Income Tax Ordinance, 1979. The company is also exempt from minimum tax on
turnover under clause 20 of the Second Schedule - Part IV to the Income Tax Ordinance, 1979. Tax on
income from sources not covered under the above clauses is determined in accordance with the normal
provisions of the Income Tax Ordinance, 1979.
2.5 Operating fixed assets and depreciation
Operating fixed assets except land are stated at cost less accumulated depreciation. Land and capital work
in progress are stated at cost. Cost of certain fixed assets comprises of historical cost and exchange
differences referred to in note 2.9.
Depreciation on operating fixed assets is charged to profit on straight line method so as to write off the
historical cost of an asset over its estimated useful life at the annual rates mentioned in note 10. The net
exchange difference relating to an asset, at the end of each year is amortized in equal installments over its
remaining useful life. Full year's depreciation is charged on additions during the year, while no depreciation is
charged on assets deleted during the year.
Maintenance and normal repairs are charged to income as and when incurred. Major renewals and
improvements are capitalized. Gains and losses on disposal are taken to income.
2.6 Accounting for leased Assets
a) Assets under finance lease are stated at lower of present value of minimum lease payments under the
lease agreement and the fair value of assets. Depreciation on these assets is charged according to
company's policy for similar assets.
b) The aggregate amount of obligation relating to assets subject to finance lease is accounted for at the
net principal liability under the lease agreement.
c) Finance charges are allocated over the lease term so as to produce constant periodic rate of return on
the outstanding principal liability for each period.
2.7 Stores, spares and stock in trade
These are valued at lower of cost or net realizable value. Cost is calculated as follows:
Stores and spares Moving average
Stock in trade
Residual fuel oil First in first out basis