| Transpak Corporation Limited |
|
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|
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|
|
| Annual
Report 1999 |
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| Contents |
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| Company
Information |
|
| Notice
of Meeting |
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| Directors' Report |
|
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| Auditors' Report |
|
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| Balance Sheet |
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| Profit
& Loss Account |
|
| Cash
Flow Statement |
|
| Notes
to the Cash Flow Statement |
|
| Notes
to the accounts |
|
|
|
| Company
Information |
|
|
| CHAIRMAN |
|
Suleman Dawood |
|
|
|
|
| CHIEF
EXECUTIVE |
Muhammad Basheer Sulaiman |
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| DIRECTORS |
|
Razzak S. Dawood |
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|
Mohd. Younus Ali Muhammad |
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|
Mohd. Amin Ali Muhammad |
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|
Manzoor H. Chaudhry |
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|
Dr. Amjad Waheed |
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| COMPANY
SECRETARY |
Muhammad Arif Dangra |
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| AUDITORS |
|
Gangat & Company |
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|
Chartered Accountants |
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| BANKERS |
|
Habib Bank AG Zurich |
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|
Metropolitan Bank Limited |
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|
American Express Bank
Limited |
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|
Muslim Commercial Bank
Limited |
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| REGISTERED
OFFICE |
Dawlance Centre |
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|
Dr. Ziauddin Ahmed Road,
Karachi |
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| LEGAL
ADVISERS |
Messrs. Hussain &
Haider |
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|
Advocates &
Solicitors |
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| Notice
of Meeting |
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| Notice
is hereby given that the 25th Annual General Meeting of the Share holders of
the Company will be |
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| held
on Tuesday the December 21, 1999 at 8.00 a.m. at the Registered Office of the
Company at |
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| Dawlance
Centre, 9, Civil Line, Dr. Ziauddin Ahmed Road, Karachi to transact the
following business: |
|
|
| 1.
To confirm the minutes of the extra ordinary general meeting held on May 8,
1999. |
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|
|
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| 2.
To receive, consider and adopt the Directors' and Auditors' Reports, the
Audited Balance |
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| Sheet
and Profit & Loss Account for the year ended June 30, 1999. |
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| 3.
To approve the payment of cash dividend as recommended by the Directors. |
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| 4.
To appoint Auditors and fix their remuneration. |
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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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|
MUHAMMAD ARIF DANGRA |
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| Karachi:
November 27, 1999 |
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Company Secretary |
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|
| NOTES: |
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|
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| 1.
The share transfer book of the Company shall remain closed from 21-12-99 to
28-12-99 |
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| (both
days inclusive). and no transfer will be accepted for registration during
this period. The |
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| members
whose names appear in the register of members as at the close of business on |
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| December
20, 1999 will qualify for the payment of dividend. |
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|
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| 2.
A member entitled to attend and vote at the meeting may appoint another
member as his/her proxy |
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| to
attend and vote for him/her. Proxies in order to be effective must be
received at the registered |
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| office
of the Company not less than 48 hours before the time of holding the meeting.
(Proxy Form |
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| is enclosed). |
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|
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| 3.
Members are requested to communicate to the Company any change of their
address. |
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| Directors'
Report |
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| The
Directors of your company have pleasure in presenting their Annual Report
alongwith the Accounts of the |
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| Company
for the year ended June 30, 1999. |
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|
| RESULTS |
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|
1999 |
1998 |
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|
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|
|
|
(Rupees) |
(Rupees) |
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|
|
|
| APPROPRIATION |
|
|
|
| Profit
for the year |
|
|
6,981,843 |
7,744,394 |
|
| Unappropriated
profit brought forward |
|
|
2,483,859 |
3,739,465 |
|
|
|
|
------------------ |
------------------ |
|
| Profit
available for appropriation |
|
|
9,465,702 |
11,483,859 |
|
| Proposed
Dividend 30% (1998: 30%) |
|
|
9,000,000 |
9,000,000 |
|
|
|
|
------------------ |
------------------ |
|
| Unappropriated
profit carried forward |
|
|
465,702 |
2,483,859 |
|
|
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|
========== |
========== |
|
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| During
the period, your company's turnover was Rs. 278,480 millions as compared to
last years turnover of |
|
| Rs.
298,390 millions. This decrease in turnover was mainly due to the tough
market competition & slow down |
|
| of
the economy. This loss in turnover resulted in lower profitability before tax
which was reduced by 7% from |
|
| Rs.
14,108 millions to Rs. 13,089 millions. |
|
|
| FUTURE PLAN |
|
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| During
1999/2000, we have planned to increase the range of SHIELD tooth brushes so
as to attract an even |
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| greater
segment of the market. INSHA ALLAH the product expansion strategy will
further strengthen your |
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| company's
market share. |
|
|
| The
Board is also looking forward to better results in the near future and
sincerely thank all company's |
|
| personnel
and business associates whose cooperation and efforts have materially
contributed to the success |
|
| of
your company. |
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|
| AUDITORS |
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| The
auditors M/s. Gangat & Company, Chartered Accountants retire and offer
themselves for reappointment. |
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|
|
|
On behalf of the Board of Directors |
|
|
|
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|
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|
SULEMAN DAWOOD |
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| Karachi,
November 27, 1999 |
|
Chairman |
|
|
|
| Auditors'
Report to the Members |
|
|
| We
have audited the annexed balance sheet of Transpak
Corporation Ltd. as at June 30, 1999 and |
|
| the
related profit and loss account and the cash flow statement together with the
notes forming part |
|
| thereof,
for the year then required ended and we state that we have obtained all the
informations 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 |
|
| Company's
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 accounts 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 cash flow statements 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 June 30, 1999 and of the profit and changes in the cash 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. |
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|
|
|
GANGAT & COMPANY |
|
| Karachi:
November 27, 1999 |
|
Chartered Accountants |
|
|
|
|
| Balance
Sheet as at June 30, 1999 |
|
|
|
| CAPITAL
& LIABILITIES |
|
NOTE |
1999 |
1998 |
|
|
|
|
|
|
| SHARE
CAPITAL & RESERVES |
|
|
|
| Authorised
capital |
|
|
| 10,000,000
ordinary shares of Rs. 10/- each |
|
100,000,000 |
100,000,000 |
|
|
|
========== |
========== |
|
| Issued,
subscribed & paid-up capital |
|
|
| 3,000,000
ordinary shares |
|
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| of
Rs. 10/- each fully paid-up in cash |
|
|
30,000,000 |
30,000,000 |
|
| Reserve
and surplus |
|
|
|
|
| Revenue reserve- General |
|
|
3 |
22,500,000 |
22,500,000 |
|
| Capital reserve - Share
premium |
|
4 |
10,000,000 |
10,000,000 |
|
| Unappropriated
profit |
|
|
465,702 |
2,483,859 |
|
|
|
|
------------------ |
------------------ |
|
|
|
|
32,965,702 |
34,983,859 |
|
|
|
|
------------------ |
------------------ |
|
| Shareholders'
equity |
|
|
62,965,702 |
64,983,859 |
|
|
|
|
|
|
| LIABILITIES
AGAINST ASSETS SUBJECT TO |
|
|
|
|
| FINANCE LEASE |
|
5 |
-- |
488,430 |
|
| DEFERRED LIABILITIES |
|
6 |
14,029,772 |
12,847,640 |
|
|
|
|
|
|
| CURRENT
LIABILITIES |
|
|
|
| Bank
finances |
|
|
7 |
112,585,244 |
74,192,392 |
|
| Shod
term loan |
|
8 |
-- |
20,000,000 |
|
| Current
portion of liabilities against assets |
|
|
|
|
| subject to finance lease |
|
5 |
488,430 |
738,333 |
|
| Creditors,
accrued & other liabilities |
|
9 |
82,040,491 |
97,976,056 |
|
| Provision
for taxation |
|
|
5,000,000 |
4,200,000 |
|
| Unclaimed
dividend |
|
|
1,024,225 |
177,809 |
|
| Proposed
dividend |
|
|
9,000,000 |
9,000,000 |
|
|
|
|
------------------ |
------------------ |
|
|
|
|
210,138,390 |
206,284,590 |
|
| CONTINGENCIES & COMMITMENTS |
|
10 |
-- |
-- |
|
|
|
|
------------------ |
------------------ |
|
|
Total Rupees |
287,133,864 |
284,604,519 |
|
|
|
|
========== |
========== |
|
|
|
|
| PROPERTY
ASSETS |
|
|
|
|
|
|
|
| TANGIBLE
FIXED ASSETS |
|
|
|
|
| Operating assets |
|
11 |
52,252,402 |
56,677,286 |
|
| Assets
subject to finance lease |
|
12 |
1,079,296 |
1,349,120 |
|
| Capital work in progress |
|
13 |
30,825,172 |
28,103,968 |
|
|
|
|
------------------ |
------------------ |
|
|
|
|
84,156,870 |
86,130,374 |
|
| CURRENT
ASSETS |
|
|
|
| Stock-in-trade |
|
|
14 |
78,964,337 |
90,926,757 |
|
| Stores
& spares |
|
|
15 |
5,701,217 |
5,330,528 |
|
| Trade debtors --
unsecured, considered good |
|
16 |
86,946,842 |
80,893,544 |
|
| Advances & deposits |
|
17 |
27,861,333 |
18,570,143 |
|
| Cash & bank balances |
|
18 |
3,503,265 |
2,753,173 |
|
|
|
|
------------------ |
------------------ |
|
|
|
202,976,994 |
198,474,145 |
|
|
|
|
------------------ |
------------------ |
|
|
|
Total Rupees |
287,133,864 |
284,604,519 |
|
|
|
|
========== |
========== |
|
| The
annexed notes form an integral |
|
This is the Balance Sheet
referred to |
|
| part
of the Balance Sheet |
|
in our report of even
date |
|
|
|
|
|
GANGAT & COMPANY |
|
|
|
| KARACHI:
November 27, 1999 |
|
Chartered Accountants |
|
|
|
|
|
On behalf of the Board |
|
|
|
|
|
|
SULEMAN DAWOOD |
|
RAZZAK S. DAWOOD |
|
MUHAMMAD BASHEER SULAIMAN |
|
|
Chairman |
|
Director |
|
Chief Executive |
|
|
|
| PROFIT
& LOSS ACCOUNT |
|
| FOR
THE YEAR ENDED JUNE 30, 1999 |
|
|
| PARTICULARS |
|
NOTE |
1999 |
1998 |
|
|
|
|
(RUPEES) |
(RUPEES) |
|
|
|
|
|
|
| Sales and commission |
|
19 |
278,479,610 |
298,389,702 |
|
| Less: Cost of goods sold |
|
20 |
199,075,870 |
216,888,587 |
|
|
|
|
------------------ |
------------------ |
|
| GROSS
PROFIT |
|
79,403,740 |
81,501,115 |
|
|
|
|
|
|
| Less:
Operating expenses |
|
|
|
|
| Administrative & selling |
|
21 |
52,104,179 |
55,478,125 |
|
| Financial |
|
22 |
13,263,308 |
11,046,947 |
|
|
|
|
------------------ |
------------------ |
|
|
|
|
65,367,487 |
66,525,072 |
|
|
|
|
------------------ |
------------------ |
|
| Net
operating profit |
|
|
14,036,253 |
14,976,043 |
|
| Add: Non-operating income |
|
23 |
129,426 |
248,484 |
|
|
|
|
------------------ |
------------------ |
|
| Net
profit for the year |
|
|
14,165,679 |
15,224,527 |
|
| Less: Other charges |
|
24 |
1,076,341 |
1,116,712 |
|
|
|
|
------------------ |
------------------ |
|
| Profit
before taxation |
|
|
13,089,338 |
14,107,815 |
|
| Less:
Taxation |
|
25 |
6,107,495 |
6,363,421 |
|
|
|
|
------------------ |
------------------ |
|
| Profit
after taxation |
|
6,981,843 |
7,744,394 |
|
| Add:
Unapprpriated profit from the previous year |
|
2,483,859 |
3,739,465 |
|
|
|
------------------ |
------------------ |
|
| Profit
available for appropriation |
|
9,465,702 |
11,483,859 |
|
|
|
|
|
|
|
| APPROPRIATION: |
|
|
|
| Proposed
dividend |
|
9,000,000 |
9,000,000 |
|
|
|
------------------ |
------------------ |
|
| Unappropriated
profit carried forward |
|
465,702 |
2,483,859 |
|
|
|
========== |
========== |
|
|
| The
annexed notes form an integral part of these accounts |
|
|
| This
is the profit and loss account |
|
| referred
to in our report of even date. |
|
|
|
GANGAT & CO. |
|
SULEMAN DAWOOD |
|
RAZZAK S. DAWOOD |
|
MUHAMMAD BASHEER SULAIMAN |
|
|
Chartered Accountants |
|
Chairman |
|
Director |
|
Chief Executive |
|
|
| KARACHI:
November 27, 1999 |
|
|
|
| CASH
FLOW STATEMENT |
|
| FOR
THE YEAR ENDED JUNE 30, 1999 |
|
|
|
|
1999 |
1998 |
|
|
NOTES |
(RUPEES) |
(RUPEES) |
|
|
|
|
| CASH
FLOW OPERATING ACTIVITIES: |
|
|
| Cash
generated from operations |
|
A |
14,139,759 |
20,267,635 |
|
| Financial
charges paid |
|
|
(13,263,308) |
(11,046,947) |
|
| Taxes paid |
|
|
(5,508,082) |
(12,895,575) |
|
|
|
|
------------------ |
------------------ |
|
| Net
cash (outflow) from operating activities |
|
|
(4,631,631) |
(3,674,887) |
|
|
|
|
| CASH
FLOW FROM INVESTING ACTIVITIES: |
|
|
| Fixed
capital expenditure (including capital work in progress) |
|
(4,153,211) |
(15,383,721) |
|
| Sale
proceeds of fixed assets |
|
34,000 |
84,250 |
|
|
|
------------------ |
------------------ |
|
| Net
cash (out flow) from investing activities |
|
(4,119,211) |
(15,299,471) |
|
|
|
|
|
| CASH
FLOW FROM FINANCING ACTIVITIES: |
|
|
| Repayment
of shod term loan |
|
|
(20,000,000) |
-- |
|
| Repayment
of redeemable capital |
|
|
-- |
(1,017,583) |
|
| Repayment
of liabilities against assets subject to finance lease |
|
(738,333) |
(619,354) |
|
| Dividend paid |
|
|
(8,153,585) |
(12,682,783) |
|
|
|
|
------------------ |
------------------ |
|
| Net
cash (outflow) from financing activities |
|
|
(28,891,918) |
(14,319,720) |
|
|
|
|
------------------ |
------------------ |
|
| Net
(decrease) in cash and equivalents |
|
|
(37,642,760) |
(33,294,078) |
|
| Cash
and cash equivalents at the beginning of the year |
B |
(71,439,219) |
(38,145,141) |
|
|
|
|
------------------ |
------------------ |
|
| Cash
and cash equivalents at the end of the year |
|
B |
(109,081,979) |
(71,439,219) |
|
|
|
|
========== |
========== |
|
|
|
| NOTES
TO THE CASH FLOW STATEMENT |
|
| FOR
THE YEAR ENDED JUNE 30, 1999 |
|
|
|
|
|
|
1999 |
1998 |
|
|
|
|
| A.
CASH FLOW FROM OPERATING ACTIVITIES: |
|
|
| Profit
before taxation |
|
13,089,338 |
14,107,815 |
|
| Add/(less)
adjustment for non-cash charges and other items: |
|
|
|
| Depreciation
& amortization |
|
6,118,693 |
6,707,560 |
|
| Provision
for gratuity |
|
1,182,132 |
1,657,559 |
|
| Profit
on sale of fixed assets |
|
(25,978) |
(64,373) |
|
| Financial
charges |
|
13,263,308 |
11,046,947 |
|
|
|
------------------ |
------------------ |
|
| Profit
before working capital changes |
|
33,627,493 |
33,455,508 |
|
|
|
|
| Effect
on cash flow due to working capital changes |
|
|
| Decrease/(increase)
in stock in trade |
|
|
11,962,420 |
(20,702,031) |
|
| (Increase)
in store & spares |
|
|
(370,688) |
(1,157,243) |
|
| (Increase)
in trade debtors |
|
|
(6,053,298) |
(4,026,652) |
|
| (Increase)/decrease
in advance & deposit (excluding taxation) |
|
(9,090,603) |
1,576,381 |
|
| (Decrease)/increase
in Creditors & accrued liabilities |
|
|
(15,935,565) |
11,121,672 |
|
|
|
|
------------------ |
------------------ |
|
|
|
(19,487,734) |
(13,187,873) |
|
|
|
|
------------------ |
------------------ |
|
| Cash
generated from operations |
|
|
14,139,759 |
20,267,635 |
|
|
|
|
========== |
========== |
|
|
|
|
| B.
CASH AND CASH EQUIVALENTS: |
|
|
| Cash
and bank balances |
|
3,503,265 |
2,753,173 |
|
| Short
term running finances |
|
(112,585,244) |
(74,192,392) |
|
|
|
------------------ |
------------------ |
|
|
|
|
(109,081,979) |
(71,439,219) |
|
|
|
|
========== |
========== |
|
|
|
| NOTES
TO THE ACCOUNT |
|
| FOR
THE YEAR ENDED JUNE 30, 1999 |
|
|
| 1.
STATUS AND NATURE OF BUSINESS |
|
| The
Company was incorporated in Pakistan on January 10, 1975 as a Public Limited
Company and |
|
| its
shares are quoted on the Stock Exchanges of Pakistan. The Company is mainly
engaged in the |
|
| manufacturing,
trading and sales of Dental care & Baby care products etc. |
|
|
| 2.
PRINCIPAL ACCOUNTING POLICIES |
|
|
| As
in previous years these accounts have been prepared in accordance with the
historical cost |
|
| convention
without any adjustments for the effect of inflation or current values. The
following is a |
|
| summary
of the more important accounting policies employed by the company. |
|
|
| 2.1
TANGIBLE FIXED ASSETS |
|
|
|
| Operating
assets are stated at historical cost less accumulated depreciation, whereas
capital |
|
| work-in-progress
is stated at cost. |
|
|
|
|
| Except
for leasehold land which is amortised on straight line basis at the annual
rate of one |
|
| per
cent, depreciation on all the other operating assets is provided on the
diminishing |
|
| balance
method at the following rates: |
|
|
|
|
| Factory
building on leasehold land |
|
10 per cent |
|
| Plant
& machinery |
|
10 per cent |
|
| Furniture
& fixture |
|
10 per cent |
|
| Office equipment |
|
10 per cent |
|
| Vehicles |
|
20 per cent |
|
|
| Acquisitions
during the year are depreciated for the full period irrespective of the date
of |
|
| purchase
and no depreciation is charged on assets in the period of their disposal. |
|
|
|
|
| Gain
and losses on deleted assets are reflected in income currently. |
|
|
| 2.2
ASSETS SUBJECT TO FINANCE LEASE |
|
| These
are recorded at the fair value of lease assets or if lower, at the present
value of |
|
| minimum
lease payments. The aggregate amount of obligations relating to the assets |
|
| subject
to finance lease is accounted for at net present value of liability. The
assets so |
|
| require
are amortized over the useful life of the assets. The amortization of the
leased assets |
|
| is
charged to current year's income as pad of depreciation. |
|
|
| 2.3
STOCK-IN-TRADE |
|
|
|
| Stock-in-trade
is valued at lower of cost and net realisable value. Cost, in the case of raw |
|
| materials
and trading goods, is arrived on first-in-first out basis and in the case of
work-in- |
|
| process
and finished manufactured goods it denotes average cost. |
|
|
|
|
| 2.4
STORE & SPARES |
|
|
|
| These
are valued at cost on first-in-first out basis. |
|
|
|
| 2.5
STAFF RETIREMENT BENEFITS |
|
| Liability
in respect of gratuity payable to employees has been fully provided for in
these |
|
| accounts. |
|
|
|
|
| 2.6 TAXATION |
|
| Current
taxation charged in the accounts is based on taxable income. The company
accounts |
|
| for
the tax effect of all material timing differences using the liability method. |
|
|
| 2.7
REVENUE RECOGNITION |
|
|
| Sales
are recorded on dispatch of goods to customers. |
|
|
|
|
1999 |
1998 |
|
| 3.
REVENUE RESERVES |
|
|
|
| General reserve: |
|
|
|
|
| At
the beginning of the year |
|
|
22,500,000 |
22,500,000 |
|
|
|
|
|
------------------ |
------------------ |
|
| Total
revenue reserve |
|
|
22,500,000 |
22,500,000 |
|
|
|
|
========== |
========== |
|
|
|
|
|
| 4.
CAPITAL RESERVE |
|
|
|
| Share premium: |
|
|
|
|
| At
the beginning of the year |
|
|
10,000,000 |
10,000,000 |
|
|
|
|
------------------ |
------------------ |
|
| Total
capital reserve |
|
Rupees |
10,000,000 |
10,000,000 |
|
