| Ferozsons Laboratories Limited |
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| Annual
Report 1999 |
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| Contents |
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| Board
of Directors |
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| Summary
of Financial Results |
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| Notice
of Annual General Meeting |
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| Director's Report |
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| Auditor's Report |
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| Balance Sheet |
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| Profit
& Loss Account |
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| Statement
of Changes in Financial Position |
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| Notes
to the Accounts |
|
| Pattern
of Shareholding |
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|
| BOARD
OF DIRECTORS |
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| Chairperson
and Chief Executive |
Mrs. Akhter Khalid Waheed |
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| Directors |
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Zafar, Mr. A.U.,
President |
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|
Azhar, Ms. Munize |
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|
Cassim, Mr. Firozuddin A. |
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|
Iqbal Mr. Walid |
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Ispahani, Mr. M.M |
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Khanzada, Mr. Taj
Mohammad |
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Sherpao, Khan Dost
Mohammad Khan |
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Mazhar, Mr. Farooq |
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Waheed, Mr. Osman Khalid |
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Waheed, Begum S. |
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Waheed, Dr. Amjad |
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| Secretary |
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Ahmed, Mr. Maqbool |
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| General
Manager Nowshera |
Waheed, Mr. Omar Khalid |
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| Auditors |
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Messrs Taseer Hadi Khalid
& Co. |
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|
6th Floor, State Life
Building No. 5, |
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Blue Area, Islamabad. |
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| Bankers |
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ANZ Grindlays Bank Ltd. |
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| Registered
Office |
197-A, The Mall,
Rawalpindi. |
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Phones: (051) 562155-57 |
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Fax: (051) 584195 |
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e-mail:
ferozson@isb.comsats.net.pk |
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internet:
http://www.ferozsons.net |
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| Factories |
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P.O. Ferozsons, Nowshera
(N.W.F.P.) |
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| Summary
of Financial Results |
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|
1998 |
1999 |
Growth |
|
|
|
Rs. |
Rs. |
(%) |
|
|
| Net Sales |
|
229,851,858 |
249,275,196 |
8.45 |
|
| Operating
Expenses |
|
50,217,477 |
63,431,985 |
26.32 |
|
| Operating Profit |
|
24,136,501 |
21,442,783 |
(11.16) |
|
| Profit After Tax |
|
15,583,466 |
13,237,263 |
(15.06) |
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| Earning
per Share |
|
4.41 |
3.75 |
(15.06) |
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| NOTICE
OF ANNUAL GENERAL MEETING |
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| Notice
is hereby given that the 43rd Annual General Meeting of FEROZSONS
LABORATORIES |
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| LIMITED
will be held on Wednesday, the 15th December, 1999 at I 1.00 A.M. at its
Registered Office, |
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| 197-A,
The Mall, Rawalpindi to transact the following business: |
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| 1.
To confirm the Minutes of Extra Ordinary General Meeting held on 3rd July,
1999. |
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|
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| 2.
To receive, consider, and adopt the Annual Audited Accounts for the year
ended 30th June, |
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| 1999
and Directors' and Auditors' Reports thereon. |
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|
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| 3.
To approve payment of Dividend at the rate of 17.5% (Rs. 1.75 per share of
Rs. 10/- each) for |
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| the
year ended 30th June, 1999 as recommended by Directors. |
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| 4.
To appoint Auditors and to fix their remuneration. The present Auditors M/s
Taseer Hadi |
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| Khalid
& Co., Chartered Accountants, being eligible, have offered themselves for
re- |
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| appointment. |
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| 5.
To transact any other business with the permission of the Chair. |
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BY ORDER OF THE BOARD |
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|
(Maqbool Ahmed) |
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| Dated:
November 13, 1999 |
|
Secretary |
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| Notes: |
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| 1.
The Share Transfer Books of the Company will remain closed from December 14,
1999 |
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| to
December 21, 1999 (both days inclusive). Shares for transfers will be
received at the |
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| Registered
Office of the Company at 197-A, The Mall, Rawalpindi. |
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| 2.
A member entitled to attend and vote at this meeting may appoint another
member as |
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| his/her
proxy to attend and vote. The Form of Proxy duly completed, should reach the |
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| Registered
Office of the Company 48 hours before the time of the Meeting. |
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| 3.
Members are requested to notify immediately the change in their address, if
any. |
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| DIRECTORS'
REPORT FOR THE YEAR ENDED 30TH JUNE, 1999 |
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| We
are pleased to present the audited accounts of your company for the year
ended June 30, 1999. |
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| Industry
Scenario |
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| The
overall environment for the pharmaceutical industry continued to remain bleak
during the year under |
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| review,
with no heed being paid to the industry's call for a legitimate price
increase in the face of |
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| spiralling
costs. Sales also showed a static trend for the industry as a whole, pointing
to the depth of the |
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| economic
crisis faced by us all today. |
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| The
year under review was one of unprecedented losses for the industry, with
established companies like |
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| Johnson
& Johnson being forced to shut down manufacturing facilities in the
country. Several other |
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| MNCs
have also reported heaviest-ever losses in their audited accounts. |
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| The
primary reason for this crisis has been the refusal of successive governments
since 1996 to |
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| acknowledge
that the pharmaceutical industry is subject to the same laws of economics
that apply to the |
|
| economy
as a whole. Pharmaceutical manufacturers do not possess any magic wand that
would allow |
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| them
to continually absorb cost increases without requiring a corresponding
increase in end price. Some |
|
| of
the drastic cost increases are outlined below: |
|
|
| *
Pharmaceutical raw materials, virtually all of which are imported, were being
imported at Rs. 37.16 to |
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| the
dollar towards the end of 1996 at the time of the last price increase of 6%
given to manufacturers |
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| of
essential drugs. Today, imports are being made at Rs. 52 to the dollar,
representing a 40% increase |
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| in
import cost at the pre-clearance stage. |
|
|
| *
As of August 16, 1999 packing materials consumed are also now subject to 15%
sales tax, which |
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| cannot
be passed on to the consumer, as manufacturers are not
allowed to charge sales tax |
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| correspondingly
on the end product. This imposition not only violates the very principles of
GST, |
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| which
is based on a pass-through mechanism, but has also brought the industry to
the brink of |
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| collapse. |
|
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| *
Increase in the cost of all inputs during the period since the last price
increase, including electricity, |
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| gas
and petroleum prices, add on a further burden, pushing up
the total increase in operating cost |
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| to beyond 60 %. |
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| Despite
this alarming situation, no respite, either in the form of increase in prices
or reduction in |
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| government
levies, has been offered to the industry. At the same time traders who import
drugs into the |
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| country
in finished form are not liable to pay sales tax at any stage, and are
therefore indirectly subsidised |
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| in
comparison to manufacturers who invest in production facilities and employ
skilled labour in the |
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| country.
Imposition of GST at the input stage while disallowing it at the output stage
is only one of a |
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| series
of anomalies faced by the industry today. |
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| Your
Company's Performance |
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| Net
Sales of your company during the period under review grew by 8.45% to Rs.
249.275 Million, |
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| compared
to Rs 229.852 million in 1998. This modest growth should be viewed in
relation to a declining |
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| pharmaceutical
market, and also conceals an underlying strength that was achieved during the
year: your |
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| company
virtually eliminated its dependence on government tender business during the
year under |
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| review.
Government tender sales accounted for Rs 25.846 Million in 1997-98, or 11.24%
of total sales in |
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| comparison,
Tender business during the year under review was reduced to Rs. 7.254
Million, or 2.91% of |
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| total
Net Sales. During 1998, your company, along with other manufacturers,
experienced severe delays |
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| in
payment for supplies made to the federal government. Since profit margins are
razor-thin in tender |
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| contracts,
these delays resulted in losses to the company, and exposed it to financial
risk directly linked to |
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| the
size of its exposure to such contracts. Reduction of your company's exposure
to public sector |
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| institutional
business was therefore necessary to ensure its continued financial soundness.
It is |
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| encouraging
to note that net of government tender business, the remainder of your
company's net sales, |
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| which
are market-driven, actually grew by a healthy 18.64%, from Rs.-204.01 Million
in 1998 to Rs. |
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| 242.02
Million during the year under review. As no price increase was given during
the period, this |
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| growth
is entirely through increased volume of sales rather than improved pricing. |
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| The
improved composition of your company's net sales also contributed to
improving its gross profits, |
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| which
increased by 14.15% to Rs. 84.875 Million during the year under review. This
improvement is a |
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| direct
result of increased sales in the market rather than through institutions, as
well as your company's |
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| marketing
efforts, which focused on maximising sales of products with better than
average gross margins. |
|
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| While
increase in administrative expenses during the year was kept to a minimum and
grew by 4.51%, a |
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| significant
increase of 38.75% in selling expenses was necessary to improve your
company's penetration |
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| in
the market and provide sufficient promotional back-up for its newly launched
speciality products, |
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| especially
Genesis and Helicure. Genesis represents the first
and only oral tablet medically proven to |
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| reverse
the baldness process in men, while Helicure is a breakthrough one-week
therapy for the |
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| eradication
of peptic ulcers. Both these products have been well received in the market
and should |
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| become
major contributors to the company's growth in the future. Your company's
increased requirement |
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| for
working capital also resulted in an increase in financial costs, which grew
by 12.41% to Rs. 6.089 |
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| Million
during the year under review. Overall operating expenses of your company
increased by 26.32% |
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| to
Rs. 63.432 Million during the year under review. |
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| Operating
profits of your company declined by 11.16%, from Rs.24.137 in 1998 to Rs.
21.443 Million |
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| during
1999. Net Profit After Tax of your company during the year stood at Rs.
13.237 Million (1998: Rs. |
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| 15.584
Million), translating to a net earnings of Rs. 3.75 per 10 rupee share. |
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| Dividend |
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| In
view of the year's financial performance, the Board of Directors recommend
that a 17 (1/2)% cash |
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| dividend,
i.e. Rs. 1.75 per 10 rupee share, be issued for the year ended June 30, 1999. |
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| Challenges
Ahead |
|
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| With
a greatly strengthened marketing team in place, your company should be well
equipped to fight the |
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| uphill
battle it faces to improve its profitability and positioning in a shrinking
market. Our strategy of |
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| focusing
on key branded items is paying dividends, and products like Omega, a new generation anti- |
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| ulcerant,
and Clarion, a macrolide
antibiotic, are fast becoming the leading sellers in their segments. |
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| With
further support from such products, we hope to consolidate your company's
position in the year to |
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| come.
Xolox, an antiviral for the
treatment of hepatitis C, has been launched in November 1999, while |
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| several
new drug applications, for oral as well as injectable products, have been
filed with the Ministry of |
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| Health. |
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| Our
optimism must, however, be tempered by the continuing uncertainty surrounding
industry in |
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| Pakistan.
Until investor-friendliness and a fundamental level of consistency in
government policy are |
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| restored,
Pakistan cannot hope to revive itself economically. It is sincerely hoped
that the new set-up in |
|
| charge
of running the affairs of the country focuses on these issues, and strives
hard to remove the several |
|
| anomalies
existing in tariffs and taxation today. Only when a clear vision for the
future is given and |
|
| uniformity
applied to all decision-making can we truly claim to be on the path of
progress. |
|
|
| Auditors |
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| The
auditors of the company, Messrs. Taseer, Hadi, Khalid & Co, stand retired
and have offered |
|
| themselves
for reappointment. |
|
|
| Pattern
of Shareholding |
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| The
statement indicating the number of shareholders and their categories forming
the pattern of |
|
| shareholding
is annexed. |
|
|
| Year 2000 Issue |
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| Your
company undertook a complete survey and has upgraded its operating systems to
ensure Y2K |
|
| compliance.
A few instruments in the Quality Control department are in the process of
reconfiguration by |
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| their
suppliers, and will be test run by the end of November. |
|
|
| Affirmation |
|
| It
is once again our privilege to thank the company staff at all levels for
their sincere and dedicated efforts |
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| in
ensuring the best possible results in trying circumstances. |
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|
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|
For and on Behalf of the Board of Directors |
|
|
|
|
|
|
| Rawalpindi |
|
|
(Mrs. Akhter Khalid Waheed) |
|
| November
13, 1999 |
|
|
Chairperson & Chief Executive |
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|
|
|
| REPORT
OF THE AUDITORS TO THE MEMBERS OF |
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| FEROZSONS
LABORATORIES LIMITED |
|
|
| We
have audited the annexed balance sheet of Ferozsons Laboratories Limited as
at 30th June, 1999 |
|
| and
the related profit and loss account and statement of changes in financial
position, 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
and, after due verification thereof, 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 |
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| 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 and the statement of changes in
financial position, |
|
| together
with the notes forming part thereof, 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 30th June, 1999 and of the profit and the
changes in |
|
| financial
position for the year then ended; and |
|
|
| (d)
in our opinion Zakat deductible at source under the Zakat and Ushr Ordinance,
1980 was |
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| deducted
by the company and deposited in the Central Zakat Fund established under
section 7 |
|
| of
that Ordinance. |
|
|
| Islamabad |
|
TASEER HADI KHALID & CO. |
|
| November
13, 1999 |
|
Chartered Accountants |
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|
|
|
| BALANCE
SHEET AS AT 30TH JUNE, 1999 |
|
|
|
NOTE |
1999 |
1998 |
|
|
|
(RUPEES) |
(RUPEES) |
|
|
|
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| SHARE
CAPITAL AND RESERVES |
|
|
| Share capital |
|
3 |
35,329,130 |
35,329,130 |
|
| Capital reserve |
|
4.1 |
321,843 |
321,843 |
|
| Unappropriated
profit |
|
|
44,827,591 |
37,772,926 |
|
|
|
|
------------------ |
------------------ |
|
|
|
|
80,478,564 |
73,423,899 |
|
|
|
|
| SURPLUS
ON REVALUATION OF |
|
|
| FIXED ASSETS |
|
5 |
45,725,290 |
45,725,290 |
|
|
|
|
|
| DEFERRED
LIABILITY FOR TAXATION |
|
|
4,378,493 |
3,277,155 |
|
| OBLIGATIONS
UNDER FINANCE LEASES |
|
6 |
2,210,900 |
3,850,932 |
|
|
|
|
|
|
| CURRENT
LIABILITIES |
|
|
|
| Bank
and other borrowings |
|
7 |
24,267,684 |
22,289,413 |
|
| Current
maturity of long term liabilities |
|
8 |
1,640,032 |
2,046,217 |
|
| Creditors,
accrued and other liabilities |
|
9 |
20,085,577 |
19,806,966 |
|
| Revolving
advances |
|
10 |
429,456 |
540,456 |
|
| Provision
for taxation |
|
|
6,378,038 |
7,624,977 |
|
| Unclaimed
dividend |
|
|
1,477,406 |
1,324,031 |
|
| Proposed
dividend |
|
|
6,182,598 |
5,299,370 |
|
|
|
|
------------------ |
------------------ |
|
|
|
60,460,791 |
58,931,430 |
|
|
|
------------------ |
------------------ |
|
|
|
193,254,038 |
185,208,706 |
|
|
|
========== |
========== |
|
|
| FIXED ASSETS |
|
11 |
98,590,612 |
91,144,193 |
|
| CAPITAL
WORK IN PROGRESS |
|
|
4,076 |
7,442,907 |
|
| LONG
TERM INVESTMENTS |
|
12 |
33,085 |
33,085 |
|
| COMPENSATION
RECEIVABLE |
|
|
|
| FROM
GOVERNMENT |
|
13 |
738,076 |
738,076 |
|
|
|
|
|
| CURRENT
ASSETS |
|
|
|
| Stores,
spares and loose tools |
|
14 |
2,106,921 |
1,652,603 |
|
| Stock in trade |
|
15 |
69,317,976 |
52,597,193 |
|
| Trade
debts - unsecured (considered good) |
|
|
6,203,655 |
16,267,220 |
|
| Advances,
deposits, prepayments and |
|
|
| other
receivables |
|
16 |
14,412,621 |
14,121,685 |
|
| Cash
and bank balances |
|
17 |
1,847,016 |
1,211,744 |
|
|
|
|
------------------ |
------------------ |
|
|
|
|
93,888,189 |
85,850,445 |
|
|
|
|
------------------ |
------------------ |
|
|
|
|
|
193,254,038 |
185,208,706 |
|
|
|
|
|
========== |
========== |
|
| The
report of the auditors is also set. |
|
| The
annexed notes form an integral part of these accounts. |
|
|
|
Firozuddin A. Cassim |
|
Osman Khalid Waheed |
|
Mrs. Akhter Khalid Waheed |
|
|
Director |
|
Director |
|
Chairperson & Chief Executive |
|
|
| Rawalpindi |
|
| 13th
November, 1999 |
|
|
|
|
| PROFIT
AND LOSS ACCOUNT FOR THE YEAR ENDED 30TH JUNE, 1999 |
|
|
|
NOTE |
1999 |
1998 |
|
|
|
(RUPEES) |
(RUPEES) |
|
|
|
|
| NET SALES |
|
18 |
249,275,196 |
229,851,858 |
|
| LESS:
COST OF SALES |
|
19 |
(164,400,428) |
(155,497,880) |
|
|
|
|
|
------------------ |
------------------ |
|
| GROSS
PROFIT |
|
|
|
84,874,768 |
74,353,978 |
|
|
|
|
|
|
| LESS:
OPERATING EXPENSES |
|
|
|
|
| Administrative
expenses |
|
20 |
14,702,745 |
14,068,536 |
|
| Selling expenses |
|
21 |
42,640,453 |
30,732,393 |
|
| Financial
expenses |
|
22 |
6,088,787 |
5,416,548 |
|
|
|
|
------------------ |
------------------ |
|
|
|
|
63,431,985 |
50,217,477 |
|
|
|
|
------------------ |
------------------ |
|
| OPERATING
PROFIT |
|
|
21,442,783 |
24,136,501 |
|
| OTHER
INCOME |
|
23 |
469,647 |
459,971 |
|
|
|
|
|
------------------ |
------------------ |
|
| PROFIT
FOR THE YEAR |
|
|
21,912,430 |
24,596,472 |
|
|
|
|
|
|
|
| LESS:
WORKERS' (PROFIT) PARTICIPATION FUND |
|
1,072,139 |
1206825 |
|
| CENTRAL
RESEARCH FUND |
|
|
201,690 |
227,026 |
|
|
|
|
------------------ |
------------------ |
|
|
|
|
1,273,829 |
1,433,851 |
|
|
|
|
------------------ |
------------------ |
|
| PROFIT
BEFORE TAXATION |
|
|
20,638,601 |
23,162,621 |
|
|
|
|
|
|
| PROVISION
FOR TAXATION |
|
|
|
| --
Current |
|
|
|
|
6,300,000 |
7,400,000 |
|
| -- Deferred |
|
|
|
1,101,338 |
179,155 |
|
|
|
|
------------------ |
------------------ |
|
|
|
|
7,401,338 |
7,579,155 |
|
|
|
|
------------------ |
------------------ |
|
| PROFIT
AFTER TAXATION |
|
|
13,237,263 |
15,583,466 |
|
| ACCUMULATED
PROFIT BROUGHT FORWARD |
|
|
37,772,926 |
27,488,830 |
|
|
|
|
|
------------------ |
------------------ |
|
| PROFIT
AVAILABLE FOR APPROPRIATION |
|
51,010,189 |
43,072,296 |
|
|
|
|
|
|
|
|
| APPROPRIATIONS: |
|
|
|
| Proposed
Dividend @ 17.5% (1998: 15%) |
|
(6,182,598) |
(5,299,370) |
|
|
|
------------------ |
------------------ |
|
| UNAPPROPRIATED
PROFIT CARRIED FORWARD |
|
44,827,591 |
37,772,926 |
|
|
|
|
========== |
========== |
|
| EARNINGS
PER SHARE - BASIC AND DILUTED |
|
3.75 |
4.41 |
|
|
|
|
========== |
========== |
|
|
| The
annexed notes form an integral part of these accounts. |
|
|
|
Firozuddin A. Cassim |
|
Osman Khalid Waheed |
|
Mrs. Akhter Khalid Waheed |
|
|
Director |
|
Director |
|
Chairperson & Chief Executive |
|
|
| Rawalpindi |
|
| 13th
November, 1999 |
|
|
|
| STATEMENT
OF CHANGES IN FINANCIAL POSITION |
|
| FOR
THE YEAR ENDED 30TH JUNE, 1999 |
|
|
|
|
|
1999 |
1998 |
|
|
|
|
(RUPEES) |
(RUPEES) |
|
|
|
|
| Profit
before taxation |
|
|
20,638,601 |
23,162,621 |
|
|
|
|
| Cash
flow from operating activities |
|
|
|
| Adjustment for: |
|
|
|
| Depreciation |
|
7,769,062 |
7,123,396 |
|
| Profit
on sale of fixed assets |
|
(301,056) |
(438,173) |
|
|
|
------------------ |
------------------ |
|
|
|
7,468,006 |
6,685,223 |
|
|
|
------------------ |
------------------ |
|
| Operating
profit before working capital changes |
|
28,106,607 |
29,847,844 |
|
| (Increase)/decrease
in: |
|
|
|
| Stocks
and stores |
|
(17,175,101) |
(5,288,523) |
|
| Trade debtors |
|
10,063,565 |
4,453,505 |
|
| Advances,
deposits, prepayments and other receivables |
|
(290,936) |
80,510 |
|
|
|
|
|
------------------ |
------------------ |
|
|
|
(7,402,472) |
(754,508) |
|
| Increase/(decrease)
in current liabilities |
|
2,145,882 |
(5,625,482) |
|
|
|
|
------------------ |
------------------ |
|
|
|
|
22,850,017 |
23,467,854 |
|
|
|
|
| Payment of tax |
|
|
(7,546,939) |
(9,768,261) |
|
| Payment
of dividend |
|
|
(5,145,995) |
(8,986,027) |
|
|
|
|
------------------ |
------------------ |
|
| Net
cash from operating activities |
|
|
10,157,083 |
4,713,566 |
|
|
|
|
| Cash
flow from investing activities |
|
|
|
| Capital
expenditure |
|
|
(8,299,761 ) |
(19,338,982) |
|
| Sale
proceeds of fixed assets |
|
824,167 |
947,875 |
|
|
|
------------------ |
------------------ |
|
| Net
cash used in investing activities |
|
|
(7,475,594) |
(18,391,107) |
|
|
|
|
|
|
| Cash
flow from financing activities |
|
|
|
|
| Payments
- finance lease |
|
|
( 1,806,496 |
(1,042,612) |
|
| Finance
lease obtained |
|
|
-- |
6,117,488 |
|
| Payment-Mercantile
Cooperative Finance Corporation |
|
(239,721) |
-- |
|
|
|
|
------------------ |
------------------ |
|
| Net
cash (used in)/from financing activities |
|
|
(2,046,217) |
5,074,876 |
|
|
|
|
| Net
increase/(decrease) in cash and |
|
|
| cash equivalents |
|
|
635,272 |
(8,602,665) |
|
|
|
|
|
|
| Cash
and cash equivalents at the |
