| Kohinoor Genertek Limited |
|
|
|
|
|
|
|
| Annual
Report 2001 |
|
|
|
| CONTENTS |
|
|
| Company
Information |
|
| Notice
of Meeting |
|
| Directors'
Report to the Shareholders |
|
| Pattern
of Shares Held by the Shareholders |
|
| Auditors'
Report to the Members |
|
| Balance Sheet |
|
|
| Profit
and Loss Account |
|
| Cash
Flow Statement |
|
| Statement
of Changes in Equity |
|
| Notes
to the Accounts |
|
|
|
| COMPANY
INFORMATION |
|
|
| BOARD
OF DIRECTORS |
|
|
| MR.
TARIQ SAYEED SAIGOL |
Chairman |
|
| MR.
SARMAD AMIN |
Chief Executive |
|
| MR.
TAUFIQUE SAYEED SAIGOL |
|
| MR.
SAYEED TARIQ SAIGOL |
|
| MR.
AAMIR FAYYAZ SHEIKH |
|
| MR.
ASAD FAYYAZ SHEIKH |
|
| MR.
USMAN SAID |
|
| MR.
SHAMSUDDIN KHAN |
(Nominee of NIT) |
|
|
| COMPANY
SECRETARY |
|
| MR.
MUHAMMAD ASHRAF |
|
|
| AUDITORS |
|
| M/S.
AVAIS HYDER ZAMAN RIZWANI. |
|
| CHARTERED
ACCOUNTANTS |
|
|
| BANKERS |
|
| PICIC
COMMERCIAL BANK LIMITED |
|
| PRIME
COMMERCIAL BANK LIMITED |
|
| UNITED
BANK LIMITED |
|
|
| REGISTERED
OFFICE & |
|
| SHARES
DEPARTMENT |
|
| 42-LAWRENCE
ROAD, |
|
| LAHORE. |
|
| TEL:
(92-042)-6302261-62 |
|
| FAX:
(92-042)-6368721 |
|
|
| PROJECT |
|
| 8TH
KILOMETRE, MANGA RAIWIND ROAD. |
|
| DISTRICT
KASUR. |
|
| TEL:
(92-04951)-391941- 45 |
|
| FAX:
(92-04951)-391948 |
|
|
|
| NOTICE
OF ANNUAL GENERAL MEETING |
|
|
| Notice
is hereby given that the 9th Annual General Meeting of the members of
Kohinoor Genertek |
|
| Limited
will be held on Monday, December 31, 2001 at 11.00 a.m. at its Registered
Office, |
|
| 42-Lawrence
Road, Lahore, to transact the following business:- |
|
|
|
|
| 1.
To confirm the minutes of the 8th Annual General Meeting held on December 20,
2000. |
|
|
|
|
| 2.
To receive, consider and adopt the audited accounts of the Company for the
year ended June 30, |
|
| 2001
together with the Directors' and Auditors' reports thereon. |
|
|
|
|
| 3.
To approve the payment of final cash dividend @ Re. 0.75 per share of Rs.
10/- each (7.5%) for |
|
| the
year ended June 30, 2001 as recommended by the Directors. |
|
|
| 4.
To appoint Auditors and fix their remuneration. M/s. Avais Hyder Zaman
Rizwani, Chartered |
|
| Accountants,
the retiring auditors, being eligible offer themselves for re-appointment. |
|
|
| 5.
To transact any other business with the permission of the Chair. |
|
|
|
|
|
|
BY ORDER OF THE BOARD, |
|
|
|
|
|
|
| LAHORE: |
|
|
(MUHAMMAD ASHRAF) |
|
| December 07, 2001 |
|
Company Secretary |
|
|
| NOTES: |
|
|
|
| 1.
The share transfer books of the Company shall remain closed from December 22,
2001 to |
|
| December
31, 2001 (both days inclusive) and no transfer will be accepted during this
period. The |
|
| members
whose names appear in the register of members as at the close of business on |
|
| December
21 2001 will qualify for the payment of cash dividend. |
|
|
|
| 2.
A member entitled to vote at this meeting is entitled to appoint another
member as proxy. Proxies |
|
| in
order to be effective must be received at 42-Lawrence Road, Lahore, the
Registered Office of |
|
| the
Company not later than 48 hours before the meeting and must be duly stamped,
signed and |
|
| witnessed. |
|
|
|
|
|
| 3.
CDC shareholders are requested to bring with them their National identity
Cards alongwith the |
|
| participant's
ID numbers and their account numbers at the time of attending the Annual
General |
|
| meeting
in order to facilitate identification of the respective shareholders. |
|
|
| 4.
Shareholders are requested to promptly notify the Company of any change in
their addresses. |
|
|
|
| DIRECTORS'
REPORT TO THE SHARE HOLDERS |
|
|
| The
directors welcome you to the 9th Annual General Meeting of the Company and
take pleasure to |
|
| present
their report along with audited accounts and auditors report thereon for the
year ended 30th |
|
| June 2001. |
|
|
| OPERATING
RESULTS |
|
| The
Company's operations for the year resulted in an after tax profit of Rs.
14.005 million against after |
|
| tax
profit of Rs. 59.706 million last year, a decrease of 76.53%. The gross
profit margin has reduced by |
|
| 66.70%
i.e. from 19.49% last year to 6.49% for the current year. The reason for
reduction in gross |
|
| profit
margin is inflationary trend in petroleum products in the international
markets. The average |
|
| increase
in cost of basic raw material i.e. furnace oil was over 24% during the period
under review. |
|
| However,
other manufacturing expenses remained within the limits set by the
management. |
|
|
| FINANCIAL
RESULTS |
|
| Due
to improved planning, financial charges have shown considerable reduction
from Rs. 11.187 |
|
| million
last year, to Rs. 5.897 million for the current year, a decrease of 47.29%. |
|
|
| Overall
performance of the production facilities remained satisfactory. The Company
generated |
|
| 126,094
MWH during the year as compared to 122,767 MWH last year showing an increase
of 2.71%. |
|
| During
the year, periodic maintenance was smoothly carried out as per specified
schedules of the |
|
| manufacturer. |
|
|
| DIVIDEND |
|
| Your
directors are pleased to recommend a cash dividend @ 7.50% for the year under
review as |
|
| compared
to a cash dividend @ 17.50% for the preceding year. |
|
|
| APPROPRIATIONS |
|
| The
directors recommend the appropriation of profit as under: |
|
|
|
|
(Rupees in
million) |
|
|
2001 |
2000 |
|
|
|
|
|
|
| Net
profit after taxation |
|
|
14.005 |
59.706 |
|
| Prior
year adjustment |
|
|
-- |
6.656 |
|
| Un
appropriated profit brought forward |
|
2.253 |
4.416 |
|
|
|
|
|
------------------ |
------------------ |
|
| Profit
available for appropriation |
|
|
16.258 |
70.778 |
|
|
| Appropriation: |
|
|
|
| Proposed
cash dividend @ 7.5% (2000: 17.5%) |
|
12.225 |
28.525 |
|
| Transferred
to general reserve |
|
-- |
40.000 |
|
|
|
------------------ |
------------------ |
|
|
|
12.225 |
68.525 |
|
|
|
------------------ |
------------------ |
|
| Un
appropriated profit carried forward |
|
4.033 |
2.253 |
|
|
|
|
========== |
========== |
|
| Earning
per snare |
|
Rupees |
0.86 |
4.07 |
|
|
|
|
|
|
|
|
|
|
|
| FUTURE
PROSPECTS |
|
| As
a result of deregulation of furnace oil prices and elimination of freight
pool system by the |
|
| Government
of Pakistan from 1 July 2000 onwards the prices of furnace oil increased by
approximately |
|
| 24%
during the period 1st July 2000 to 30th June 2001. Concerted efforts were
made to control |
|
| maintenance
costs and other expenses during the financial year. However, future
profitability of the |
|
| Company
remains largely dependent on furnace oil prices and power tariff structure
both of which are |
|
| beyond
the management's control. |
|
|
| Work
is in hand on the installation of two Waste Heat Recovery Boilers and these
are expected to be |
|
| commissioned
towards end February 2002. These Boilers will not only meet the internal
requirements |
|
| of
the Company but will also partially supply steam to the Company's sister
units located adjacent to |
|
| the
project site, thereby improving profitability. Technical, commercial and
financial feasibility studies |
|
| for
co-generation either through a gas turbine or a high pressure steam turbine
driven through coal or |
|
| natural
gas fired boilers are being evaluated by your Company. |
|
|
| AUDITORS |
|
| The
auditors M/s Avais Hyder Zaman Rizwani, Chartered Accountants retire and
being eligible offer |
|
| themselves
for re-appointment. |
|
|
| PATTERN
OF SHARE HOLDING |
|
| The
pattern of share holdings as required by Section 236 of the Companies
Ordinance, 1984 is being |
|
| annexed
herewith. |
|
|
| ACKNOWLEDGEMENT |
|
| The
directors place on record their appreciation for the dedicated efforts made
by the staff and the |
|
| executives
of the Company and hope that same spirit of devotion and dedication will
continue in future. |
|
|
| Lahore:
November 30, 2001. |
|
For and on behalf of the Board |
|
|
| Statement
u/s 214(2) of the Companies Ordinance, 1984 |
|
| The
Balance Sheet and Profit and Loss Account have not been |
|
|
|
| authenticated
by the Chief Executive as he is presently out of Pakistan. |
|
|
|
|
AAMIR FAYYAZ SHEIKH |
|
USMAN SAID |
|
|
Director |
|
Director |
|
|
|
|
|
| PATTERN
OF SHARES HELD BY THE SHAREHOLDERS |
|
| AS
AT 30 JUNE 2001 |
|
|
|
| NO. OF |
|
TOTAL |
|
| SHARE |
FROM |
TO SHARES |
SHARES HELD |
|
| HOLDERS |
SHARES |
|
|
|
|
|
| 11 |
1 |
100 |
500 |
|
| 1,582 |
101 |
500 |
786,500 |
|
| 168 |
501 |
1,000 |
167,300 |
|
| 259 |
1,001 |
5,000 |
754,800 |
|
| 60 |
5,001 |
10,000 |
473,200 |
|
| 25 |
10,001 |
15,000 |
300,300 |
|
| 6 |
15,001 |
20,000 |
105,000 |
|
| 7 |
20,001 |
25,000 |
164,000 |
|
| 3 |
25,001 |
30,000 |
85,000 |
|
| 1 |
30,001 |
35,000 |
33,500 |
|
| 11 |
35,001 |
40,000 |
432,500 |
|
| 1 |
40,001 |
45,000 |
45,000 |
|
| 8 |
45,001 |
50,000 |
396,800 |
|
| 1 |
50,001 |
55,000 |
53,500 |
|
| 1 |
55,001 |
60,000 |
56,500 |
|
| 1 |
60,001 |
65,000 |
60,500 |
|
| 4 |
75,001 |
80,000 |
314,600 |
|
| 1 |
80,001 |
85,000 |
85,000 |
|
| 1 |
85,001 |
90,000 |
90,000 |
|
| 2 |
95,001 |
100,000 |
200,000 |
|
| 1 |
170,001 |
175,000 |
170,700 |
|
| 1 |
195,001 |
200,000 |
200,000 |
|
| 1 |
235,001 |
240,000 |
240,000 |
|
| 1 |
995,001 |
1,000,000 |
1,000,000 |
|
| 1 |
1,090,001 |
1,095,000 |
1,095,000 |
|
| 1 |
1,285,001 |
1,290,000 |
1,286,300 |
|
| 1 |
2,155,001 |
2,160,000 |
2,156,000 |
|
| 1 |
2,215,001 |
2,220,000 |
2,218,500 |
|
| 1 |
3,325,001 |
3,330,000 |
3,329,000 |
|
| ------------------ |
|
------------------ |
|
| 2,162 |
|
Total |
16,300,000 |
|
| ========== |
|
========== |
|
|
| Note:
The slabs not applicable, have not been shown. |
|
|
| Shareholders |
|
Number of |
Number of |
Percentage of |
|
| Categories |
|
Shareholders |
Shares Held |
Issued Capital |
|
|
| Individuals |
|
|
2,117 |
4,149,200 |
25.455 |
|
| Investment
Companies |
|
8 |
1,416,000 |
8.687 |
|
| Joint
Stock Companies |
|
28 |
9,375,200 |
57.517 |
|
| Financial
Institutions |
|
1 |
10,500 |
0.064 |
|
| Modaraba |
|
|
2 |
25,000 |
0.153 |
|
| Foreign
Investors |
|
5 |
1,319,100 |
8.093 |
|
| Others |
|
|
1 |
5,000 |
0.031 |
|
|
|
------------------ |
------------------ |
------------------ |
|
| GRAND
TOTAL |
|
2,162 |
16,300,000 |
100.000 |
|
|
========== |
========== |
========== |
|
|
| OTHERS |
|
| AL-MAL
GROUP STAFF PROVIDENT FUND |
|
5,000 |
|
|
|
| AUDITORS'
REPORT TO THE MEMBERS |
|
|
| We
have audited the annexed Balance Sheet of "KOHINOOR
GENERTEK LIMITED" as at 30 June |
|
| 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 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 30 June 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. |
|
|
|
| Dated:
November 30, 2001. |
|
|
(AVAIS HYDER ZAMAN RIZWANI) |
|
| Place: Lahore |
|
|
Chartered Accountants |
|
|
|
| BALANCE
SHEET AS AT 30 JUNE 2001 |
|
|
|
|
|
2001 |
2000 |
|
|
Note |
Rupees |
Rupees |
|
|
| SHARE
CAPITAL AND RESERVES |
|
|
| Authorised
capital |
|
| 30,000,000
ordinary shares of Rs. 10 each |
|
300,000,000 |
30,000,000 |
|
|
|
|
========== |
========== |
|
| Issued,
subscribed and paid-up capital |
3 |
163,000,000 |
163,000,000 |
|
| Reserves |
|
4 |
238,000,000 |
238,000,000 |
|
| Unappropriated
profit |
|
|
4,032,718 |
2,252,720 |
|
|
|
|
------------------ |
------------------ |
|
|
|
|
405,032,718 |
403,252,720 |
|
|
|
|
|
| DEFERRED
LIABILITY - Gratuity |
5 |
-- |
847,199 |
|
|
|
|
|
| CURRENT
LIABILITIES |
|
|
|
| Short
term finance - secured |
|
6 |
20,456,118 |
46,594,302 |
|
| Creditors,
accrued and other liabilities |
7 |
7,786,479 |
8,607,088 |
|
| Taxation |
|
|
390,301 |
342,242 |
|
| Dividend |
|
8 |
13,982,331 |
29,878,854 |
|
|
|
|
------------------ |
------------------ |
|
|
|
|
42,615,229 |
85,422,486 |
|
| CONTINGENCIES
AND COMMITMENTS |
9 |
-- |
-- |
|
|
|
|
------------------ |
------------------ |
|
|
|
|
447,647,947 |
489,522,405 |
|
|
========== |
========== |
|
|
| The
annexed notes form an integral part of these accounts. |
|
|
| Statement
u/s 214(2) of the Companies Ordinance, 1984 |
|
| The
Balance Sheet and Profit and Loss Account have not been |
|
| authenticated
by the Chief Executive as he is presently out of Pakistan. |
|
|
|
AAMIR FAYYAZ SHEIKH |
|
|
Director |
|
|
|
|
| FIXED
CAPITAL EXPENDITURE |
|
|
| Operating
fixed assets- tangible |
|
10 |
310,976,052 |
345,589,714 |
|
|
|
|
|
| LONG
TERM INVESTMENTS |
|
11 |
26,700,000 |
29,250,000 |
|
|
|
|
|
| LONG
TERM DEPOSITS AND |
|
|
|
| DEFERRED
COST |
|
12 |
300,000 |
300,000 |
|
|
|
| CURRENT
ASSETS |
|
| Stores,
spares and loose tools |
|
13 |
22,676,189 |
29,162,452 |
|
| Stock
of oil and lubricants |
|
14 |
17,855,717 |
23,612,277 |
|
| Trade
debts - unsecured |
|
15 |
58,142,962 |
49,990,738 |
|
| Advances,
deposits, prepayments |
|
| and
other receivables |
|
16 |
8,739,695 |
6,470,018 |
|
| Cash
and bank balances |
|
17 |
2,257,332 |
5,147,206 |
|
|
|
|
------------------ |
------------------ |
|
|
|
|
109,671,895 |
114,382,691 |
|
|
|
|
------------------ |
------------------ |
|
|
447,647,947 |
489,522,405 |
|
|
|
========== |
========== |
|
|
|
|
USMAN SAID |
|
|
|
Director |
|
|
|
| PROFIT
AND LOSS ACCOUNT |
|
| FOR
THE YEAR ENDED 30 JUNE 2001 |
|
|
|
|
|
2001 |
2000 |
|
|
|
Note |
Rupees |
Rupees |
|
|
|
|
| Sales |
|
18 |
447,420,471 |
399,953,019 |
|
| Cost
of generation |
|
19 |
418,385,684 |
321,987,905 |
|
|
|
|
------------------ |
------------------ |
|
| Gross profit |
|
|
29,034,787 |
77,965,114 |
|
| Administrative
and selling expenses |
20 |
6,038,066 |
7,923,065 |
|
|
|
|
------------------ |
------------------ |
|
| Operating profit |
|
|
22,996,721 |
70,042,049 |
|
| Other income |
|
21 |
433,057 |
1,091,183 |
|
|
|
|
------------------ |
------------------ |
|
|
|
|
23,429,778 |
71,133,232 |
|
|
|
|
| Provision
for appreciation/(diminution) |
|
| In
value of investments |
|
(2,550,000) |
12,750,000 |
|
|
|
|
| Financial
and other charges |
|
22 |
6,087,086 |
15,512,054 |
|
| Amortisation
of deferred cost |
|
|
-- |
1,574,557 |
|
| Workers'
profit participation fund |
|
739,635 |
3,672,619 |
|
|
|
|
------------------ |
------------------ |
|
|
|
|
6,826,721 |
20,759,230 |
|
|
|
|
------------------ |
------------------ |
|
| Profit
before taxation |
|
|
14,053,057 |
63,124,002 |
|
| Taxation |
|
23 |
48,059 |
3,417,795 |
|
|
|
|
------------------ |
------------------ |
|
| Profit
after taxation |
|
|
14,004,998 |
59,706,207 |
|
| Prior
year adjustments |
|
|
-- |
6,655,767 |
|
|
|
|
------------------ |
------------------ |
|
|
|
|
14,004,998 |
66,361,974 |
|
| Unappropriated
profit brought forward |
|
2,252,720 |
4,415,746 |
|
|
|
|
------------------ |
------------------ |
|
| Profit
available for appropriation |
|
|
16,257,718 |
70,777,720 |
|
|
|
|
| Appropriations: |
|
|
|
|
| Transfer
to general reserve |
|
|
-- |
40,000,000 |
|
| Final
proposed dividend @ Re. 0.75 (2000: Rs. 1.75) per share |
12,225,000 |
28,525,000 |
|
|
|
|
------------------ |
------------------ |
|
|
|
|
12,225,000 |
68,525,000 |
|
|
|
|
------------------ |
------------------ |
|
| Unappropriated
profit carried forward |
|
4,032,718 |
2,252,720 |
|
|
|
|
========== |
========== |
|
| Earning
per share |
|
24 |
0.86 |
4.07 |
|
|
|
|
========== |
========== |
|
|
| The
annexed notes form an integral part of these accounts. |
|
|
| Statement
u/s 214(2) of the Companies Ordinance, 1984 |
|
| The
Balance Sheet and Profit and Loss Account have not been |
|
| authenticated
by the Chief Executive as he s presently out of Pakistan |
|
|
|
AAMIR FAYYAZ SHEIKH |
|
USMAN SAID |
|
|
Director |
|
Director |
|
|
|
| CASH
FLOW STATEMENT |
|
| FOR
THE YEAR ENDED 30 JUNE 2001 |
|
|
|
|
2001 |
2000 |
|
|
|
Rupees |
Rupees |
|
|
| CASH
FLOW FROM OPERATING ACTIVITIES |
|
| Profit
for the year |
|
14,053,057 |
63,124,002 |
|
| Add/(Less)
adjustment for non cash charges and other items |
|
|
| Depreciation |
|
|
34,504,031 |
38,457,331 |
|
| Amortisation
of deferred costs |
|
|
-- |
1,574,557 |
|
| Profit
on disposal of fixed assets |
|
(275,425) |
(143,238) |
|
| Financial
charges |
|
6,087,086 |
11,187,032 |
|
| Provision
for gratuity |
|
|
-- |
273,867 |
|
| (Appreciation)/diminution
in investment |
|
2,550,000 |
(12,750,000) |
|
| Exchange loss |
|
|
-- |
4,325,022 |
|
| Prior
year adjustments |
|
|
-- |
6,655,767 |
|
| Cash
flow from operating activities |
|
------------------ |
------------------ |
|
| before
working capital changes |
|
|
56,918,749 |
112,704,340 |
|
|
|
| (Increase)/decrease
in current assets |
|
| Stores,
spares and loose tools |
|
|
6,486,263 |
2,770,303 |
|
| Stock
o |
