| BOC Pakistan Limited |
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| Annual
Report 1999 |
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| CONTENTS |
|
|
|
| BOARD
OF DIRECTORS |
|
|
| NOTICE OF ANNUAL GENERAL |
MEETING |
|
|
| THE
YEAR AT A GLANCE |
|
|
| CHAIRMAN'S
STATEMENT |
|
|
| TEN-YEAR
FINANCIAL REVIEW |
|
| BUSINESS
LOCATIONS |
|
|
| STATEMENT
OF VALUE ADDED |
|
| BUSINESS
DIVISIONS, PRODUCTS AND SERVICES |
|
| DIRECTORS'
REPORT |
|
|
| AUDITORS'
REPORT TO THE MEMBERS |
|
| PROFIT
AND LOSS ACCOUNT |
|
|
| BALANCE
SHEET |
|
|
| STATEMENT
OF CHANGES IN EQUITY |
|
| CASH
FLOW STATEMENT |
|
|
| NOTES
TO THE ACCOUNTS |
|
|
| PATTERN
OF SHAREHOLDINGS |
|
|
|
| BOARD OF |
|
Chairman |
|
| DIRECTORS |
|
J R RAHIM |
|
|
|
Managing Director |
|
|
J ANWAR |
|
|
|
Directors |
|
|
H P CARELESS |
|
|
R AHMAD |
|
|
I HUSAIN |
|
|
A U KHAWAJA |
|
|
S QURESHI |
|
|
|
Secretary |
|
|
M ASLAM |
|
|
| Bankers |
|
BANK OF AMERICA NA |
|
|
STANDARD CHARTERED BANK |
|
|
ANZ GRINDLAYS BANK PLC |
|
|
EMIRATES BANK
INTERNATIONAL PJSC |
|
|
CITIBANK NA |
|
|
SOCIETE GENERALE |
|
|
DEUTSCHE BANK AG |
|
|
FAYSAL BANK LTD |
|
|
MASHREQ BANK PSC |
|
|
NATIONAL BANK OF PAKISTAN |
|
|
MUSLIM COMMERCIAL BANK
LTD |
|
|
| Auditors |
|
A F FERGUSON & CO. |
|
|
|
| Solicitors |
|
SURRIDGE & BEECHENO |
|
|
|
| Registered
Office |
WEST WHARF, KARACHI-74000 |
|
|
|
| NOTICE
OF ANNUAL |
|
| GENERAL
MEETING |
|
|
| Notice
is hereby given that the Fifty-first Annual General Meeting of BOC PAKISTAN |
|
| LIMITED
will be held at Karachi Sheraton Hotel & Towers, Club Road, Karachi on
Monday, |
|
| the
31st day of January 2000 at 10.30 a.m. to transact the following business: |
|
|
| 1.
To confirm the Minutes of the Extra-ordinary General Meeting held on 02 June
1999. |
|
|
| 2.
To receive and consider the Statement of Accounts for the year ended 30
September |
|
| 1999
and Reports of the Directors and Auditors thereon. |
|
|
| 3.
To declare a final dividend of Rs 5.00 per ordinary share, as recommended by
Directors. |
|
|
| 4.
To appoint Auditors and fix their remuneration. |
|
|
| 5.
Any other business which may legally be transacted at an Annual General
Meeting. |
|
|
| The
Share Transfer Books of the Company will be closed from 18 January to 31
January |
|
| 2000,
both days inclusive. |
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|
|
|
By Order of the Board |
|
|
| West Wharf |
|
MUHAMMAD ASLAM |
|
| Karachi-74000 |
|
Secretary |
|
| 07 December 1999 |
|
|
| NOTES: |
|
|
| i)
A member entitled to attend the Annual General Meeting is entitled to appoint
a Proxy to |
|
| attend,
speak and vote in his place at the Meeting. No person shall act as a Proxy
(except |
|
| for
a Corporation) unless he is entitled to be present and vote in his own right.
Instrument |
|
| appointing
Proxy must be deposited at the Registered Office of the Company at least 48 |
|
| hours
before the time of the Meeting. |
|
|
| ii)
CDC shareholders are requested to bring their National Identity Card, Account
and Participant's |
|
| ID
Numbers, while attending the Meeting for identification. |
|
|
| iii)
Shareholders are requested to notify any change in address immediately. |
|
|
|
| THE
YEAR AT A GLANCE |
|
|
|
1999 |
1998 |
|
|
(Rupees in
thousand) |
|
|
| Sales |
|
1,145,908 |
1,020,786 |
|
| Profit
before mark-up, interest & tax |
|
409,837 |
340,387 |
|
| Profit after tax |
|
245,720 |
282,964 |
|
|
---------- |
---------- |
|
| Paid-up Capital |
|
208,656 |
181,440 |
|
|
---------- |
---------- |
|
| Dividend
- payout |
|
104,328 |
108,864 |
|
| - per share (adjusted) |
|
Rs.5.00 |
Rs.5.22 |
|
| - cover |
|
2.36x |
2.60x |
|
|
---------- |
---------- |
|
| Capital
Expenditure |
|
31,249 |
221,798 |
|
|
---------- |
---------- |
|
| Capital
Employed at Year End |
|
1,266,561 |
1,360,742 |
|
|
|
|
| Return
on Average Capital Employed |
|
31.20% |
26.40% |
|
| (based
on Profit before mark-up, interest and tax) |
|
|
---------- |
---------- |
|
| Net
Asset Backing at Year End (adjusted) |
|
Rs 43.75 |
Rs 36.98 |
|
| Number
of Permanent Employees at Year End |
|
510 |
536 |
|
|
---------- |
---------- |
|
|
| CHAIRMAN'S
STATEMENT |
|
|
| The
fiscal year 1998-99 has been a difficult one for Pakistan's economy. The
imposition |
|
| of
economic sanctions by the international community, following the nuclear
tests |
|
| in
May 1998, created serious problems for the country's balance of payment. The |
|
| impact
of these sanctions together with external economic recession, slowed down |
|
| the
growth of real GDP to 3.1 percent. This was mainly due to downturn in
agriculture |
|
| and
weak performance of manufacturing and service sector. I am, however, pleased |
|
| to
report that despite a very difficult economic environment, your Company
achieved |
|
| record
turnover and profit. The main contribution came from industrial gases and |
|
| healthcare
business. |
|
|
| As
reported earlier, your Company has entered into a long-term supply contract |
|
| with
PARCO for the supply of high purity nitrogen to their mid-country refinery
project |
|
| at
Mahmood Kot. This investment is progressing satisfactorily and a
state-of-the- |
|
| art
production facility is being erected at PARCO site for this purpose. Civil
work |
|
| is
at an advanced stage and a new plant has already been shipped from the USA. |
|
| The
facility is expected to be on-stream shortly. This is a significant
opportunity |
|
| for
the corporation in the petroleum sector, where your Company will be
supporting |
|
| the
largest refinery operation in the country. |
|
|
| After
the recent political change in the country, the present Government's top
priority |
|
| is
directed towards revival of the economy. Restoration of investor's
confidence, removal |
|
| of
bureaucratic bottlenecks and continuity of economic and fiscal policies are
at |
|
| the
heart of the issues. Concrete measures in these areas will stimulate
investment |
|
| activities
in the country. |
|
|
| I
would like to congratulate all employees of the Company for their untiring
efforts |
|
| in
maintaining excellent performance. I also thank our valued customers, whose
continuous |
|
| support
is a great source of strength to the organisation. |
|
|
|
J R RAHIM |
|
| Karachi |
|
Chairman |
|
| 07 December 1999 |
|
|
|
| TEN-YEAR
FINANCIAL REVIEW |
|
|
| Operating Results |
|
1990 |
1991 |
1992 |
1993 |
1994 |
1995 |
1996 |
1997 |
1998 |
1999 |
|
|
Rs 000 |
Rs 000 |
Rs 000 |
Rs 000 |
Rs 000 |
Rs 000 |
Rs 000 |
Rs 000 |
Rs 000 |
Rs 000 |
|
| Sales |
|
267,256 |
331,130 |
418,670 |
510,842 |
550,643 |
694,115 |
828,811 |
838,584 |
1,020,786 |
1,145,908 |
|
| Operating Profit |
|
52,309 |
70,635 |
104,986 |
135,329 |
148,734 |
208,132 |
258,206 |
251,843 |
300,637 |
377,485 |
|
| Interest
and Mark-up, Net |
(5,819) |
(5,982) |
(2,606) |
2,451 |
13,554 |
21,871 |
20,697 |
19,604 |
(73,407) |
(90,127) |
|
|
========== |
========== |
========== |
========== |
========== |
========== |
========== |
========== |
========== |
========== |
|
| Profit
before Taxation |
43,459 |
60,530 |
96,926 |
131,441 |
156,956 |
226,990 |
268,535 |
264,719 |
266,980 |
319,710 |
|
| Taxation |
|
(21,729) |
(29,293) |
(41,298) |
(51,493) |
(56,636) |
(66,376) |
(62,039) |
(3,815) |
15,984 |
(73,990) |
|
|
---------- |
---------- |
---------- |
---------- |
---------- |
---------- |
---------- |
---------- |
---------- |
---------- |
|
| Profit
after Taxation |
21,730 |
31,237 |
55,628 |
79,948 |
100,320 |
160,614 |
206,496 |
260,904 |
282,964 |
245,720 |
|
| Dividends |
|
(9,979) |
(12,701 ) |
(26,611 ) |
(38,707) |
(48,384) |
(72,576) |
(96,163) |
(108,864) |
(108,864) |
(104,328) |
|
| Tax
on Bonus Shares |
-- |
-- |
-- |
-- |
-- |
-- |
(12,096) |
-- |
-- |
-- |
|
|
---------- |
---------- |
---------- |
---------- |
---------- |
---------- |
---------- |
---------- |
---------- |
---------- |
|
| Retained Surplus |
|
11,751 |
18,536 |
29,017 |
41,241 |
51,936 |
88,038 |
98,237 |
152,040 |
174,100 |
141,392 |
|
|
========== |
========== |
========== |
========== |
========== |
========== |
========== |
========== |
========== |
========== |
|
|
|
|
|
| Capital Employed |
|
|
|
|
| Paid-up Capital |
|
36,288 |
36,288 |
48,384 |
48,384 |
60,480 |
60,480 |
181,440 |
181,440 |
181,440 |
208,656 |
|
| Reserves |
|
82,098 |
100,634 |
117,555 |
158,796 |
198,636 |
286,674 |
263,951 |
415,991 |
590,091 |
704,267 |
|
|
---------- |
---------- |
---------- |
---------- |
---------- |
---------- |
---------- |
---------- |
---------- |
---------- |
|
| Shareholders'
Fund |
118,386 |
136,922 |
165,939 |
207,180 |
259,116 |
347,154 |
445,391 |
597,431 |
771,531 |
912,923 |
|
| Deferred Taxation |
|
9,900 |
10,000 |
10,200 |
9,700 |
9,600 |
-- |
-- |
-- |
-- |
-- |
|
| Long-term
Liabilities & Borrowings |
59,754 |
21,301 |
4,911 |
(64,825) |
(119,085) |
(199,654) |
(245,332) |
621,506 |
589,211 |
353,638 |
|
| (net of cash) |
|
---------- |
---------- |
---------- |
---------- |
---------- |
---------- |
---------- |
---------- |
---------- |
---------- |
|
|
188,040 |
168,223 |
181,050 |
152,055 |
149,631 |
147,500 |
200,059 |
1,218,937 |
1,360,742 |
1,266,561 |
|
|
========== |
========== |
========== |
========== |
========== |
========== |
========== |
========== |
========== |
========== |
|
|
|
|
|
| Represented by: |
|
|
|
|
| Fixed Assets |
|
140,714 |
142,202 |
162,732 |
162,369 |
168,497 |
171,318 |
337,548 |
1,419,210 |
1,553,683 |
1,470,371 |
|
| Working Capital |
|
47,326 |
26,021 |
18,318 |
(10,314) |
(18,866) |
(23,818) |
(137,489) |
(200,273) |
(192,941) |
(203,810) |
|
|
---------- |
---------- |
---------- |
---------- |
---------- |
---------- |
---------- |
---------- |
---------- |
---------- |
|
|
188,040 |
168,223 |
181,050 |
152,055 |
149,631 |
147,500 |
200,059 |
1,218,937 |
1,360,742 |
1,266,561 |
|
|
========== |
========== |
========== |
========== |
========== |
========== |
========== |
========== |
========== |
========== |
|
| Statistics |
|
|
|
|
| Expenditure
on Fixed Assets |
53,397 |
20,023 |
40,820 |
23,020 |
30,830 |
29,974 |
199,197 |
1,125,428 |
221,798 |
31,249 |
|
| Annual
Depreciation |
11,350 |
18,502 |
20,289 |
23,178 |
24,328 |
27,027 |
32,860 |
43,690 |
84,027 |
114,452 |
|
|
|
|
| Adjusted
Earnings per share--Rupees |
1.04 |
1.50 |
2.67 |
3.83 |
4.81 |
7.70 |
9.90 |
12.50 |
13.56 |
11.78 |
|
| (Note) |
|
|
|
|
| Adjusted
Dividend per share--Rupees |
0.48 |
0.61 |
1.28 |
1.86 |
2.32 |
3.48 |
4.61 |
5.22 |
5.22 |
5.00 |
|
| (Note) |
|
|
|
|
| Dividend
Cover--Times |
2.18x |
2.46x |
2.09x |
2.07x |
2.07x |
2.21 x |
2.15x |
2.40x |
2.6x |
2.4x |
|
|
|
| Adjusted
Net Asset Backing |
|
|
| per
share--Rupees (Note) |
5.67 |
6.56 |
7.95 |
9.93 |
.12.42 |
16.64 |
21.35 |
28.63 |
36.98 |
43.75 |
|
| Return
on average Shareholders' Fund |
|
|
|
| (based
on profit. after tax) |
19.30% |
24.50% |
36.70% |
42.90% |
43.00% |
53.00% |
52.10% |
50.00% |
41.30% |
29.20% |
|
| Dividend
paid on average |
|
|
|
| Shareholders'
Fund |
8.90% |
9.90% |
17.60% |
20.70% |
20.8o,/o |
23.90% |
24.30% |
20.90% |
15.90% |
12.40% |
|
| Return
on average Capital Employed |
|
|
|
| (based
on profit before mark-up, |
|
|
|
| interest & tax) |
|
29.90% |
37.30% |
57.00% |
77.40% |
95.10% |
138.10% |
142.60% |
34.50% |
26.40% |
31.20% |
|
|
========== |
========== |
========== |
========== |
========== |
========== |
========== |
========== |
========== |
========== |
|
| Note:
Figures restated based on bonus issues. |
|
|
|
| BUSINESS
LOCATIONS |
|
|
| REGISTERED |
|
| AND
HEAD OFFICE |
Karachi |
P.O. Box 4845, West Wharf |
|
|
Phones: (021) 2313361 (9
lines) |
|
|
Fax: 2312968 |
|
|
| NORTH |
|
| WESTERN
REGION |
Lahore |
P.O. Box 205, |
|
Oxygen/Nitrogen &
Argon Factory |
|
|
Shalamar Link Road, |
|
Acetylene Factory |
|
|
Moghalpura |
|
Nitrous Oxide Factory |
|
|
Phones: (042) 6824091 (4
lines) |
|
|
Fax: 6817573 |
|
|
|
Rawalpindi |
267, Saddar Road |
|
Sales Depot |
|
|
Phones: (051) 566441
& 585670 |
|
|
Fax: 585670 |
|
|
|
Multan |
Opp. Khakwani House, |
|
Sales Depot & |
|
|
Vehari Chowk, Vehari Road |
|
Oxygen Compressing
Station |
|
|
Phones: (061) 526141,
529820 & 529568 |
|
|
|
Faisalabad |
Altaf Ganj Chowk, |
|
Sales Depot & |
|
|
Near Usman Flour Mills, |
|
Oxygen Compressing
Station |
|
|
Jhang Road |
|
|
Phones: (041) 653463
& 650564 |
|
|
|
Gujranwala |
Pindi By-Pass, G.T. Road |
|
Sales Depot & |
|
|
Phones: (0431) 254720
& 259115 |
|
Oxygen Compressing
Station |
|
|
|
Wah Cantonment |
Kabul Road |
|
Acetylene Factory |
|
|
Phone: (0596) 2477 |
|
|
|
Taxila |
Adjacent to Heavy |
|
Oxygen/Nitrogen Factory |
|
|
Mechanical Complex No. 2 |
|
|
Phones: (051) 9270562 (5
lines) |
|
|
Ext: 383 |
|
|
(0596) 2408 |
|
|
Fax: (0596) 537041 |
|
|
|
Hasanabdal |
Adjacent to L T
Engineering |
|
Hydrogen Factory |
|
|
Haripur Road |
|
|
Phones: (05772) 520520 } |
|
|
(0596) 511899 Ext. 104 |
|
|
|
Nowshera |
C/o Associated Industries
Ltd. |
|
Sales Depot |
|
|
Amangarh |
|
|
Phone: (0923) 610559 |
|
|
|
Peshawar |
Jhagra Chowk, G.T. Road |
|
Sales Depot & |
|
|
Phones: (091) 261573 (2
lines) |
|
Oxygen Compressing
Station |
|
|
| SOUTHERN
REGION |
Karachi |
West Wharf |
|
Oxygen/Nitrogen &
Argon Factory |
|
|
Phones: (021) 2313361 (9
lines) |
|
Acetylene Factory |
|
|
Fax: 2312968 |
|
Nitrous Oxide Factory |
|
|
Speciality Gases |
|
|
Port Qasim |
Eastern Zone |
|
Oxygen/Nitrogen &
Argon Factory |
|
|
Phone: (0201) 750420 (3
lines) |
|
Hydrogen Factory |
|
|
Fax: (0201) 750418 |
|
|
|
Hyderabad |
Kh. Gharib Nawaz Road |
|
Sales Depot |
|
|
C/o Wazir All Industries
Ltd., Hall Road |
Oxygen Compressing
Station |
|
|
Phone: (0221) 880930 |
|
|
|
Sukkur |
Bandani Colony No. 1, |
|
Sales Depot |
|
|
Main Shikarpur Road |
|
|
Phone: (071) 614791 |
|
|
|
Quetta |
Eissa Khan Street, |
|
Sales Depot |
|
|
Off Sirki Road |
|
|
|
Hub |
65/67, Mauza Pathara, |
|
Oxygen/Nitrogen &
Argon Factory |
|
|
RCD Highway, Hub Chowki |
|
|
Phones: (0202) 32294
& 32295 |
|
|
| MANUFACTURING |
Karachi |
West Wharf |
|
Electrode Factory |
|
|
Phones: (021) 2313361 (9
lines) |
|
|
|
| STATEMENT
OF VALUE ADDED |
|
| BY
BOC PAKISTAN DURING 1999 |
|
|
| The
statement below shows the amount of wealth generated by the Company employees |
|
| and
its assets during the year and the way this wealth has been distributed: |
|
|
|
1999 |
|
1998 |
|
|
|
Rs 000 |
% |
Rs 000 |
% |
|
| Wealth
Generated |
|
|
| Total
revenue, net of sales tax |
|
1,216,513 |
|
1,078,269 |
|
| Bought-in-materials
& services |
|
(481,986) |
|
(488,655) |
|
|
---------- |
|
---------- |
|
|
734,527 |
100 |
589,614 |
100 |
|
|
========== |
|
========== |
|
|
|
|
|
| Wealth
Distributed |
|
| To Employees |
|
| Salaries,
wages and benefits |
|
158,057 |
22 |
128,041 |
22 |
|
|
| To Government |
|
| Income
Tax on Profit, Workers' |
|
| Funds,
Import Duties (exclusive of capital |
|
| items)
and un-adjustable Sales Tax |
|
107,987 |
15 |
19,206 |
3 |
|
|
| To
Providers of Capital |
|
| Cash
Dividend to shareholders |
|
104,328 |
14 |
108,864 |
18 |
|
|
| Mark-up/Interest
Expense on |
|
| borrowed funds |
|
108,311 |
15 |
75,376 |
13 |
|
|
| Retained
in the Business |
|
|
| For
replacement of fixed assets: |
|
| depreciation |
|
114,452 |
15 |
84,027 |
14 |
|
|
| To
provide for growth: |
|
| retained
in business |
|
141,392 |
19 |
174,100 |
30 |
|
|
----------- |
----------- |
----------- |
----------- |
|
|
734,527 |
100 |
589,614 |
100 |
|
|
========== |
========== |
========== |
========== |
|
|
|
| BUSINESS
DIVISIONS, |
|
| PRODUCTS
AND SERVICES |
|
|
| GASES |
|
HEALTH CARE |
|
WELDING |
|
| Industrial Gases |
|
Medical Gases |
|
Gas Welding & Cutting |
|
| Compressed
Oxygen |
Compressed Medical Oxygen |
|
Regulators |
|
|
Liquid Medical Oxygen |
|
Cutting Torches |
|
| Liquid Oxygen |
|
Nitrous Oxide &
Entonox |
|
| Aviation Oxygen |
|
Welding Torches |
|
| Compressed
Nitrogen |
|
Cutting Machines |
|
| Liquid Nitrogen |
|
Medical Equipment |
|
Gas Control Equipment |
|
| Pure Argon |
|
Safety Equipment |
|
| Compressed Air |
|
Anaesthesia Equipment |
|
Flame Cleaning |
|
| Dissolved
Acetylene |
· Vaporisers |
|
Gas Welding Rods |
|
| Hydrogen |
|
· Ventilators |
|
Fluxes |
|
| Industrial
Pipelines |
· Anaesthesia Systems |
|
|
Patient Monitoring
Equipment |
|
|
· Invasive &
Non-Invasive Blood Pressure |
|
| Speciality Gases |
|
· ECG - 2,5, or 10 leads |
|
Electric Welding |
|
|
· CO2 (Endtidal) |
|
| High Purity Gases |
|
· Temperature |
|
Welding Machines |
|
| Research
Grade Gases |
· Pulse Oximetry |
|
· Automatic |
|
| Gaseous
Chemicals |
· Agent Monitoring |
|
· Semi-automatic |
|
| Calibration
Mixtures |
Paediatric Equipment |
|
· Manual |
|
| Argon Mixtures |
|
· Incubators & Infant
Warmers |
Welding Consumables |
|
| Welding
Gas Mixtures |
· Photo Therapy |
|
· Welding Electrodes |
|
| Sterilisation
Gases |
· CTG/Fetal Monitors |
|
· MIG Welding Wires |
|
| Helium |
|
· Resuscitation |
|
· TIG Welding Wires |
|
|
ICU Equipment |
|
Accessories |
|
|
· Ventilators &
Humidifiers |
|
|
· Defibrillators |
|
|
· Syringe & Infusion
Pumps |
|
|
· Suction Machines |
|
|
Diagnostic Equipment |
|
|
· ETT & ECG Machines |
|
|
· Cardiac & GP
Ultrasound Systems |
|
|
· Stress Echo |
|
|
Medical Gases Pipeline |
|
|
· Design, Installation
& Service |
|
|
Vaporizer Service and
Calibration Centre |
|
|
| NATURE OF |
|
| BUSINESS |
|
|
|
| The
main business areas of the Company are: |
|
| --Industrial Gases |
|
| --
Speciality Gases |
|
| --
Health Care--Medical Gases and Equipment |
|
|