Welcome to PakSearch.com Pakistan's Premier Business Information
Service


For business information, annual reports, laws, ordinances, regulations and articles.




Google
 
Web Paksearch.com
Pakistan Refinery Limited
Annual Report 2001
Contents
Company Information
Notice of Meeting
Chairman's Review
Directors' Report
Policy on Health, Safety & Environment
Graphs
Ten Years at a Glance
Auditors' Report
Balance Sheet 
Profit and Loss Account 
Statement of Changes in Equity
Cash Flow Statement
Notes to the Accounts
Pattern of Holding of Shares
Company Information
Board of Directors Mr. Salahuddin Qureshi Chairman
Mr. T J. Coombs (Alternate: Mr. Arshad Nasar)
Mr. Ardeshir Cowasjee
Mr. Ahmed Dawood
Mr. Tariq Kirmani
Mr. Farooq Rahmatullah
Mr. S. Ali Raza
Mr. G.A. Sabri
Mr. D.M. Sadler
Mr. G. C. Wilson
General Manager & Chief Executive Mr. S. Viqar Salahuddin
Company Secretary Mr. Javed P. Agrawala
Auditors A. F. Ferguson & Co.
Registered Office Korangi Creek Road, Karachi.
Registrar and
Share Registration
Office Ferguson Associates (Pvt) Ltd.
P.O. Box 4716
State Life Building I-A,
Off I.I. Chundrigar Road,
Karachi - 74000.
Notice
Notice is hereby given that the Forty First Annual General Meeting of the Company will be held
on Tuesday, November 6, 2001 at 10.00 a.m. at Karachi Sheraton Hotel & Towers, Club Road,
Karachi to transact the following business'
ORDINARY BUSINESS
1. To receive and consider the Balance Sheet and Profit and Loss Account together with the
Directors' Report for the year ended June 30, 2001.
2. To approve the payment of final dividend.
3. To appoint Auditors for the next accounting period and to fix their remuneration.
SPECIAL BUSINESS
4. To approve an increase in the borrowing powers of the Company from Rs. 1,300 million
to Rs. 2,600 million.
A statement under Section 160 of the Companies Ordinance is appended hereunder.
The Share Transfer Books of the Company will remain closed from October 24, 2001 to November
6, 2001 (both days inclusive) when no transfer of shares will be accepted for registration.
By Order of the Board
JAVED P. AGRAWALA
Karachi: October 02, 2001 Secretary
Notes:
1. A member of the Company entitled to attend and vote may appoint another member as his/
her proxy to attend and vote instead of him/her. Proxies must be received at the Registered
Office of the Company not less than 48 hours before the time of holding the meeting.
CDC Account Holders will further have to follow the undermentioned guidelines as laid
down by the Securities and Exchange Commission of Pakistan:
A. For Attending the Meeting:
(i) In case of individuals, the account holder or sub-account holder and/or the person whose
securities are in group account and their registration details are uploaded as per the
Regulations, shall authenticate his identity by showing his original National Identity
Card (NIC) or original passport at the time of attending the meeting.
(ii) in case of corporate entity, the Board of Directors' resolution/power of attorney with
specimen signature of the nominee shall be produced (unless it has been provided earlier)
at the time of the meeting.
B. For Appointing Proxies:
(i) In case of individuals, the account holder or sub-account holder and/or the person whose
securities are in group account and their registration details are uploaded as per the
Regulations, shall submit the proxy form as per the above requirement.
(ii) The proxy form shall be witnessed by two persons whose names, addresses and NIC
numbers shall be mentioned on the form.
(iii) Attested copies of NIC or the passport of the beneficial owners and the proxy shall
be furnished with the proxy form.
(iv) The proxy shall produce his original NIC or original passport at the time of the meeting.
(v) in case of corporate entity, the Board of Directors' resolution/power of attorney with
specimen signature shall be submitted (unless it has been provided earlier) alongwith
proxy form to the Company.
2. Statement under Section 160 of the Companies Ordinance 1984.
ITEM 4
The borrowing powers were increased from Rs. 900 million to Rs. 1,300 million in the
39th Annual General Meeting of the Company held on December 16, 1999. With the increase
in the exchange rate which currently stands at around Rupees 64.30 per dollar and the low
margins, the Company is unable to manage within the existing borrowing limits. An increase
in borrowing power has therefore become necessary to enable the refinery to operate with
uninterrupted supplies of crude oil. The Directors recommend to consider and pass the following
resolution:
RESOLVED THAT
Pursuant to Article 50 of the Company's Articles of Association, the amount for the time
being remaining undischarged of moneys borrowed or raised by the directors for the purposes
of the Company (otherwise than by the issue of share capital) shall not exceed Rs. 2,600
million (Rupees two thousand six hundred million only). Save that for all amounts borrowed
in excess of Rs. 2,000 million management shall seek the Board of Directors' specific approval.
3. The minutes of the previous meeting are available at the Registered Office of the Company.
Chairman's Review
It gives me great pleasure to welcome you to the 41st Annual General Meeting of the Company
to present the audited accounts for the year ended June 30, 2001.
I had mentioned in my last year's review that prices of crude oil and petroleum products had registered
a tremendous increase due to strict adherence of production quotas by the OPEC member states.
This trend of high oil prices continued during the current year also and at times crossed the target
of $ 28 per barrel set by OPEC. Prices of crude oil imported during the year ranged from $ 22
to $ 30.50 per barrel, with an average of $ 26.24 per barrel. The average during the preceding
year was $ 23.50 per barrel. Prices of finished products also remained high, but as in the recent
past, margins continued to remain weak, particularly during the second half of the financial year.
During the year, the Government took some bold decisions towards deregulating the petroleum
sector. As a first step, the Government deregulated the fuel oil business with effect from July 2000.
Fuel oil accounts for over 40% of the refinery's product slate, and this enabled the Company to
realize market related price for its product. Another step taken by the Government was to rationalize
the "Import Parity Pricing Formula" which was a long-standing demand of the refining sector,
bringing the prices of the refined products closer to the landed cost concept. Ex-refinery prices
of products, which were fixed by the Government, however did not remain in line with the parameters
of the above formula as a result of which large sums of money appear as receivable from the Government.
Another step taken by the Government was the introduction of mono-grade gasoline in the country
from October 2000 while lead free gasoline was introduced from July 2001.
The year under review also witnessed a drastic decline in the value of the Rupee vis-a-vis the
Dollar. This coupled with low ex-refinery prices seriously impacted our liquidity position resulting
in the Company having to resort to borrowing in order to meet its operating needs, which in turn
resulted in an increase in the financing cost. The above factors resulted in the Company suffering
a loss from its refining operations of Rs. 468.9 million (2000: Rs. 1,040 million). As a consequence,
the Government has to reimburse a sum of Rs. 504.4 million (2000: Rs. 1,079.6 million) in terms
of the Import Parity Formula to enable the Company to make a profit after tax of 10% on its
paid-up capital from its refining operation.
Crude throughput during the year was 2.123 million metric tons compared to 2.378 million metric
tons last year. Throughput for the year included 17.7% (2000: 16.4%) of local crude. Throughput
was kept lower than previous year at the behest of the Government in view of the start up of the
PARCO mid country refinery in order to keep a balance between supply and demand within the
country.
The relations between management and workers and their union remained cordial. The agreement
with the employees union expired in June 2001 and afresh charter of demands have been exchanged.
Formal negations on the charter will commence shortly. Efforts continue on the part of the Company
to inculcate the concept of safe working practices amongst the employees and contractors staff
working at the Refinery. I regret to inform that after achieving 2.3 million man-hours without any
lost time injury an accident occurred resulting in injury to an employee.
The fuel oil loading gantry was commissioned during the year to enable the Refinery to load fuel
oil into tank lorries on behalf of our customers directly at the Refinery instead of pumping the
product to Keamari. Due to this operation, the Company's existing fuel oil line linking Korangi
with Keamari was converted into transporting imported diesel from Keamari port area to Korangi
and into the PARCO pipeline system for onward pumping to upcountry locations. This has provided
a vital link between the oil terminal at Keamari and the PARCO system in the absence of which,
product movement upcountry would have posed a serious problem for the industry. These operations
have resulted in a significant increase in the non-refinery income of the Company.
A revamp of the existing platformer unit is currently in progress and will be completed by mid
November. This will enable the Company to increase its capability to produce unleaded motor
gasoline. Due to continuous trend of low margins and the supply/demand scenario within the Country,
there is no economic justification to expand the capacity of the Refinery at this stage. This will
only lead to the burden on the Government for providing the necessary support. Efforts however
continue to identify projects that are economically viable.
Finally, on behalf of the Board I would like to thank the management and all employees of the
Company for running and maintaining the Refinery efficiently.
SALAHUDDIN QURESHI
Dated: September 28, 2001 Chairman
Directors' Report
The Directors of your company are pleased to present their Annual Report together with the Audited
Accounts for the year ended June 30, 2001.
2001 2000
Rupees Rupees
('000) ('000)
1. FINANCIAL RESULTS
These are summarised below:
Profit after tax from refinery operations 20,000 20,000
Income net of tax from non-refinery operations 55,558 27,459
Unappropriated profit brought forward 140 181
Transfer from General Reserves -- 2.50
------------------ ------------------
75,698 50,140
========== ==========
APPROPRIATIONS
Proposed Final Dividend of 35%
(equivalent to Rs. 3.50 Per Share) 70,000 50,000
Leaving a carry over to next year ------------------ ------------------
an unappropriated profit of 5,698 140
========== ==========
The earnings per share for the year amounted to Rs. 3.78 (2000: Rs. 2.37)
During the year under review, the Government made improvements in the "Import Parity
Pricing Formula" by changing it from the CIF concept to the landed cost concept. This was
a long-standing demand of the refining industry and we are grateful to the Government for
finally accepting the industry's demand. The rate of return however continued to remain within
the range of 10% to 40% of the paid-up capital. During the year prices of imported crude
oil continued to remain high and ranged between $ 22 and $30.50 per barrel. High crude
oil prices were coupled with a significant slide of the Rupee to the Dollar resulting in a significant
increase in the cost of crude oil consumed. The product prices applicable to the Company,
which are based on Arab Gulf Mean, also remained high but margins in most cases remained
low and at times even negative. This resulted in the Refinery suffering a loss after tax of
Rs. 468.9 million from its refinery operations (2000: Rs. 1,040 million). To enable the Refinery
to make the minimum profit of 10% on its paid-up capital, the Government has to reimburse
a sum of Rs. 504.4 million (2000: Rs. 1,079.6 million) to the Company.
Non-refinery income increased by Rs. 28.1 million due to the start of fuel oil loading gantry
and the use of the Company's facilities by the oil industry for transporting imported diesel
into the PARCO pipeline system.
2. RECEIVABLE FROM GOVERNMENT
The receivable from Government at the end of the previous year was Rs. 3,358.5 million.
Out of this amount, the Government made adjustments amounting to Rs. 2,751.5 million leaving
a balance of Rs. 607.5 million. During the year also the selling prices of our products fixed
by the Government lagged behind our entitled prices based on the Import Parity Formula.
At year-end an amount of Rs. 2,516.7 million was receivable from the Government, which
includes Rs. 1,909.7 million for the year under review.
The receivable from the Government is partly offset by an amount of Rs. 1,341.2 million,
which the Company owes to the Government in respect of local crude. Efforts continue to
recover the balance amount from the Government.
3. DIRECTORS
Mr. Shaukat Mirza who was co-opted as director on the Board last year was brutally murdered
in July this year. In a short span as director, Mr. Mirza has left a lasting impression and will
be long remembered. May Allah rest his soul in eternal peace. Mr. Tariq Kirmani has replaced
Mr. Mirza on the Board of PRL.
4. AUDITORS
The present auditors, Messrs A. F. Ferguson & Co. retire and being eligible, offer themselves
for reappointment.
5. PATTERN OF SHAREHOLDING
The pattern of shareholding in the Company as at June 30, 2001 is shown on page 35 of
the Annual Report
By Order of the Board of Directors
SALAHUDDIN QURESHI
Karachi: September 28, 2001 Chairman
POLICY ON HEALTH, SAFETY AND ENVIRONMENT
PRL is committed to the protection of environment and to ensure health and safety of its employees,
customers, contractors and communities where it operates and to work for continual improvement
of health, safety and environment.
This policy shall be used to demonstrate this commitment through:
HEALTH
* PRL seeks to conduct its activities in such a way as to avoid harm to the health of it's employees
and others, and to promote the health of it's employees; as appropriate.
SAFETY
* PRL works on the principle that all injuries can be prevented and actively promotes, a high
standard of safety consciousness and discipline that the principle demands.
* PRL seeks to dedicate itself to providing a safe working environment through effective
leadership, supporting safety, fire prevention, security programmes and protecting the physical
assets of the company.
* PRL develops contingency procedures in cooperation with authorities and emergency services
in order to minimize harm from any accident.
ENVIRONMENT
* PRL is committed to prevent pollution through progressive reduction of emissions, effluents
and disposal of waste materials that are known to have a negative impact on the environment
with an ultimate aim of eliminating them, and to ensure an effective and efficient use of
natural resources and other inputs.
* PRL is also committed to comply with the applicable laws and regulations and work with the
  government and others in their development and implementation.
* PRL conducts periodic audits to provide feedback, assurance, to improve environmental
performance and control loss.
PRL requires it's contractors working on its behalf to apply health, safety and environmental standards
fully compatible with its own.
SYED VIQAR SALAHUDDIN
GENERAL MANAGER & CEO
Ten Years at a Glance
2001 2000 1999 1998 1997 1996 1995 1994 1993 1992
Share Capital Rs/mn 200.00 200.00 200.00 200.00 200.00 150.00 150.00 150.00 150.00 150.00
Reserves Rs/mn 66.65 61.09 63.63 63.66 62.53 108.48 86.68 71.64 76.58 84.08
Shareholders'
equity Rs/mn 266.65 261.09 263.63 263.66 262.53 258.48 236.68 221.64 226.58 234.08
Break up value Rs. 13.33 13.05 13.18 13.18 13.13 17.23 15.78 14.78 15.11 15.61
Dividend per
share Rs. 3.50 2.50 2.50 2.30 2.00 4.00 2.00 4.00 4.50 3.50
Bonus shares -- -- -- -- -- 1:03 -- -- -- --
Earnings per
share Rs. 3.78 2.37 2.51 2.36 2.20 5.45 3.00 3.67 4.00 3.61
Sales Rs/mn 26,754.13 23,573.51 12,039.70 15,294.82 15,937.16 12,276.98 12,233.61 10,733.15 10,488.67 9,558.53
Cost of Sales Rs/mn 26,539.42 23,115.46 11,778.01 15,038.71 15,693.73 12,041.20 11,986.84 10,532.51 10,322.87 9,329.96
Profit after tax and
extraordinary
items Rs/mn 75.56 47.46 49.97 47.13 44.04 81.81 45.03 55.06 60.00 54.19
Cost of sales as %
of sales 99.19 98.06 97.83 98.33 98.47 98.08 97.98 98.13 98.42 97.61
Profit after tax
as % of sales 0.28 0.20 0.42 0.31 0.28 0.67 0.37 0.51 0.57 0.57
Profit after tax as
% of average
shareholders
equity 28.69 18.16 19.03 17.91 16.91 33.04 19.65 24.57 26.05 23.23
AUDITORS' REPORT TO THE MEMBERS
We have audited the annexed balance sheet of Pakistan Refinery Limited as at June 30, 2001 and the
related profit and loss account, statement of changes in equity and cash flow statement 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;
(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, statement of changes in equity and cash flow
statement 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, changes in equity and its
cash flows for the year then ended; and
(d) in our opinion, no Zakat was deductible at source under the Zakat and Ushr Ordinance, 1980
(XVIII of 1980).
October 2, 2001 Chartered Accountants
ACCOUNTS
FOR THE YEAR ENDED JUNE 30, 2001
Balance Sheet as at June 30, 2001
Note 2001 2000
Rupees Rupees
('000) ('000)
SHARE CAPITAL AND RESERVES
Share Capital
Authorised 3 1,000,000 1,000,000
========== ==========
Issued, subscribed and paid-up 3 200,000 200,000
Reserves 4 60,947 60,947
Unappropriated profit 5,698 140
------------------ ------------------
266,645 261,087
LONG-TERM LOANS 5 175,000 150,000
CURRENT LIABILITIES
Short-term finance -- 100,000
Current maturity of long-term loans 150,000 --
Running finance under mark-up arrangements 6 871,433 690,726
Creditors, accrued and other liabilities 7 5,334,244 5,763,140
.Workers' profits participation fund 8 11,974 9,473
Workers' welfare fund 5,596 6,752
Taxation -- 187
Proposed dividend 70,000 50,000
------------------ ------------------
6,443,247 6,620,278
COMMITMENTS 9
------------------ ------------------
6,884,892 7,031,365
========== ==========
The annexed notes form an integral part of these accounts.
SALAHUDDIN QURESHI
Chairman
FIXED ASSETS
Operating assets 10 300,313 233,708
Capital work-in-progress - at cost 11 187,715 100,223
------------------ ------------------